Successor Liability in an Asset Purchase or Business Acquisition - Evaluating and Managing the Risk

A bedrock principle when structuring transactions is that mergers transfer all the target’s liabilities while asset purchases do not.  But court-developed successor-liability doctrines can turn this principle on its head and expose buyers in asset sales to substantial and unexpected liabilities.  O’Melveny & Myers LLP Litigation Partners Jonathan Rosenberg, Daniel L. Cantor, Bill Sushon and B. Andrew Bednark and Senior Counsel Asher Rivner will share insights that they have gained from more than a decade of litigating successor-liability cases to help you identify, understand, and mitigate successor-liability risks when planning transactions.

Topics to be addressed include:

• Potential liability associated with different ways to acquire a business (5 minutes)
• Potential successor liability for asset purchasers (10 minutes)
• Alter ego/veil piercing liability (3 minutes)
• Hypotheticals: Managing the risk of successor liability (32 minutes)
• Strategies for mitigating successor-liability risk (10 minutes)

Program Level:  Overview

Intended Audience:  Attorneys and accountants who deal with asset purchases or business acquisitions, including in-house counsel, outside attorneys, regulators, partners of public accounting firms and their staff

Prerequisites:  None

Advanced Preparation:  None