Acqui-Hires And Shutterings

Microsoft has just acquired enterprise software startup BlueStripe Software and "shuttered" it: a process not uncommon in the software development community whereby the acquired target company ("Target") is shut down following the acquisition, its team of developers absorbed into the business of the acquirer, and its products discontinued and rebuilt under the purchaser's badge. 

There are many opportunities out there today for corporate acquirers to snap up talented development teams and integrate them and their disruptive technologies into their product offering, and subsequently liquidate Target, thereby avoiding taking on the liabilities of the legacy business. But what are the legal issues faced with structuring such an acquisition, and how can an effective integration be achieved?