Practice Areas Header

 

Practice Areas

Complex Commercial and Fraud Litigation

Securities

Media and intellectual property

Health care

Energy

Mergers and acquisitions

Corporate employment matters

Corporate asset recovery

White Collar Criminal and Regulatory Defense

Trial and grand jury representation

Complex financial crimes

Securities and commodities fraud

Tax violations

Health care/false claims

Antitrust

Foreign Corrupt Practices Act investigations

International Emergency Economic Powers Act investigations

Internal Investigations

Prosecutorial and accounting backgrounds

Small, mid-cap and not-for-profits

Business units of large-cap corporations


 

Demonstrated Corporate Mergers and Acquisitions Acumen

Securities
Media and intellectual property
Health care
Energy
Mergers and acquisitions
Corporate employment matters
Corporate asset recovery
Rule

Gage Spencer & Fleming understands that mergers and acquisitions necessarily involve complex issues that can easily turn a transaction into legal quicksand. Our litigation of claims arising from mergers and acquisitions has involved a number of critical areas:
  • Fraud, indemnification and breach of contract arising from various acquisitions.
  • Purchase price adjustments based on formulas established by Stock Purchase Agreements.
  • Purported misrepresentations of financial statements in connection with acquisitions.
  • Sufficiency of due diligence.
  • Survival of intellectual property rights and obligations in connection with acquisitions.
  • Determination of what constitutes a binding agreement (or a binding preliminary agreement) in connection with acquisitions.
  • Multiple aspects of acquisition accounting and representations made in connection therewith.
  • Representation of witnesses in Department of Justice and SEC investigations arising out of corporate mergers and acquisitions.