Recent News

As discussed in my previous post, earnouts can bridge significant valuation gaps between buyers and sellers in middle-market M&A. However, because operational control shifts to the buyer after closing, these provisions frequently lead to bitter post-sale litigation if the financial targets are not met. The best time to prevent earnout litigation is not after the… Read More

In small-market mergers and acquisitions (under $50,000,000), closing day feels like the finish line. The purchase agreement is executed, funds are wired, and both buyer and seller pause to celebrate a successful transaction. Yet with an earnout provision, closing day marks a beginning rather than an end. When part of the purchase price depends on… Read More

In the world of mergers and acquisitions, "sandbagging" refers to a buyer's decision to proceed with a transaction despite discovering—before closing—that one or more of the seller's representations and warranties are false. The buyer closes the deal anyway, then later asserts an indemnification claim for the breach. The practice raises a fundamental question: should a… Read More

In this webinar, Attorney Taylor Dawson from our Litigation Group will be discussing "Adverse Possession: Basic Principles and What to Know” https://youtu.be/iaB-w-sHhAA?si=1d0kkhPhNaQIZDuv&t=13 Read More

Beresford Booth is pleased to celebrate the inclusion of the following lawyers among The Best Lawyers in America® for 2027: David Tingstad, Partner and Chair of the Business, Mergers and Acquisitions Group, has been recognized for his work in the following areas: Closely Held Companies and Family Businesses Law, Corporate Governance Law, Corporate Law and… Read More

Whether you are a party to a case or a potential witness, you may be required to answer the other side’s questions under oath. What is a Deposition? A deposition is like an interview: You are providing testimony under oath and that testimony is being transcribed (written down verbatim). Depositions are a form of discovery… Read More

For families with substantial wealth, estate planning is often designed to prevent disputes. Trusts are carefully drafted. Assets are placed into entities or trusts. Professional fiduciaries may be appointed to manage property. Succession plans are developed for family businesses. Yet even the best planning cannot eliminate one fundamental problem: people can disagree. When significant wealth… Read More

Disputes centering on how to interpret legal documents are common. Interpretation disputes take multiple forms, with some turning on things like legislative intent, a defined term used in a provision, or harmonizing seemingly conflicting provisions. Other times, interpretation disputes boil down to the meaning of a single word, like “or.” At first glance, “or” may… Read More

A Guardian ad litem or ‘GAL’ is a neutral third party appointed by the Court in a dissolution action to be the voice for the children and help investigate any concerns. The GAL will write up a report after doing an investigation and make recommendations to the Court. The Court is the ultimate decision maker,… Read More