Post-M&A disputes

Laurenz Schmitt and Max Reichert conducted an internal investigation in coordination with the district attorney’s office in connection with violations against the EU Chemicals Regulation at the target company and represented the buyer (a US aerospace company listed on NASDAQ) in claiming damages and breaches of warranties against the German seller, inter alia, for fraudulent misrepresentation, in an arbitration.

SRP defended the seller in a transaction against allegations of fraudulent misrepresentations. SRP defeated the claim to rescind the transaction, negotiated a settlement and coordinated the seller’s criminal defense with the seller’s trial lawyers.

SRP represents the buyer in a post-M&A dispute in breach of warranty claims against the seller of the target company.

Dr Frohloff was part of a team that defended a German telecommunications company before a German regional court against earn-out claims by the sellers of the target company. The case was special in that the managing director of the target company was also one of its sellers and during the earn-out period he had started building a competitor to the target company, whilst attributing the dwindling customer base of the target to the buyers.

Dr Frohloff was part of a team that defended a German medical technology company in a DIS arbitration seated in Berlin against a claim for indemnification by the buyer of the target company. The unique characteristic of the dispute was that the seller complied with the indemnification claim, but the buyer still demanded payment in cash.

Dr Frohloff was part of a team that defended a German pharmaceutical company in a New York-seated ICC arbitration against earn-out claims in the aftermath of a transaction. The pivotal question in this case was if the buyer had pursued “commercially reasonable efforts” to achieve certain milestones after acquiring the target company.