Asset Purchase Agreement Sale Litigation Finance or Sale of Rights

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December 10, 2025

by a searcher from Fordham University in New York, NY 10025, USA

Under the terms of an asset purchase agreement that my old company signed, my shareholders are to be paid ~$4 million. The payout is triggered in two weeks. The challenge I am facing is that the company has no assets to pursue the seller if they choose not to payout on the agreement. I am searching for investors who would either buy the rights to the payout or finance the litigation. Any help would be appreciated.
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Reply by a searcher
from Fordham University in New York, NY 10025, USA
The buyer signed an asset purchase agreement that had a payout date that was 5 years after the assets were transferred. That date (the maturity date) was yesterday. The Seller is now simply a shell company without any assets (it sold them all). The buyer is supposed to make payment (yesterday). If everyone is playing fair, the buyer just makes the payment, and the seller distributes the proceeds to its shareholders and shuts down. If the buyer decides not to pay (which seems possible) the seller is in a pickle. Why? because the seller has sold all its assets. It doesn't have the resource to pay for a litigation to force the buyer to pay. I am looking for a solve to this conundrum.
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Reply by a searcher
from Fordham University in New York, NY 10025, USA
The buyer is obligated to pay this week. The seller (because it sold all of its assets) has no cash, and no way to enforce its claim.
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