Successor Liability: Still Seeking Certainty

Law360, New York (April 17, 2012, 7:51 PM EDT) -- The Pennsylvania Supreme Court has given purchasers in an asset acquisition a little more to worry about at night, by vacating a Superior Court ruling that the “de facto merger” doctrine does not apply unless the owners of the seller also have an ownership interest in the purchaser, and directing the lower court to review whether the owners had a “stockholder interest.” Fizzano Brothers Concrete Products Inc. v. XLN Inc., PICS 12-0636 (Pa. S. Ct. 2012)


The general rule in Pennsylvania and elsewhere is that...
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