Post Merger, Acquisition and other disputes
Our corporate disputes team can help you deal with the fallout of M & A and other transactions.Corporate transactions can be a testing time for business whichever side of the deal you are on. However the collective sigh of relief on completion, when the clouds part, can be short-lived if the transaction starts to unravel. That is where our corporate disputes team can help.
Our team has advised clients across many sectors on their options for post-completion disputes. Our clients want to have the matters resolved as expediently as possible; our lawyers bring to bear their experience of resolving conflicts through mediation, negotiated settlement and expert determination. If recourse to the courts or arbitration is necessary, the team can represent clients in the English courts and before all the main arbitral bodies. We advise on:
- Breach of warranty and indemnity
- Claims arising out of completion accounts, including deferred consideration, earn-out provisions, price adjustments
- Disputes concerning the proper construction of the SPA/APA
- Breaches of restrictive covenants
- Joint venture disputes
- Fraud claims
- Prospectus disputes (s.90 FSMA claims)
- Tax disputes.
Examples of work
We have advised:
- The buyer in a successful claim brought against the seller of a company for breach of a number of warranties in the underlying SPA
- An ex-director on entitlement to incentives and post-acquisition remuneration following the acquisition of a tech start-up by a private equity fund
- The buyer in a breach of warranty claim following a €2 billion acquisition by our client
- On a post-completion warranty and indemnity dispute relating to the sale of a UK-based paper business and a dispute regarding conduction of factories and machinery
- On a s.90 FMSA prospectus liability claim against three directors
- The seller on a breach of warranty claim, relating to the price paid for a reinsurance company
- On a client's termination of its joint venture arrangement with its partner relating to the production of films and television shows. Issues involved were unpaid loans, ownership of film/TV shows rights and credits to be given to the client in productions produced outside of the JV arrangement.
Geraldine Elliott is listed in the Hall of Fame in Legal 500 for Commercial Disputes
The RPC team have proven themselves to be extremely effective, efficient and highly valuable.Chambers UK