What is Reverse Vesting and What are the Tax Considerations?
What Does "Cash Free / Debt Free" Mean?
How is Purchase Price Established?
Five Steps a Healthcare Banker Recommends When Acquiring a Medical or Dental Practice
Schlam Stone & Dolan Partner Jeffrey M. Eilender Discusses Whether Contractual Disclaimers Can Waive Fraud Claim
Nota Bene Episode 117: The Critical Nature of Labor & Employment Diligence in Corporate Transactions with Kevin Cloutier and Shawn Fabian
Mergers and Acquisitions - Key Issues in Today's M&A Deals
Buying or Selling a Business that Borrowed a PPP Loan
Do I need an attorney if I am buying or selling a business?
Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office
Restrictive covenants are unquestionably a significant deal consideration in M&A transactions. In the private equity context, a buyer is focused on restrictive covenants to protect its investment by binding the sellers and...more
On April 25, the US Court of Appeals for the Third Circuit issued its precedential opinion in Mallinckrodt v. Sanofi-Aventis, Case No. 23-1111, reminding everyone that “creditors take on risks” when it ruled that the debtor...more
Is your M&A target a manufacturing company with automated production, a consumer products business with online sales and marketing or an education company that creates content for students? The increasing use and development...more
Intellectual property (“IP”) is typically monetized either by sale or (royalty generating) license agreements. The Code often allows sales to be taxed at preferential capital gains rates while simple royalties are ordinary...more
A potential business sale transaction can be an exciting time for a business owner. The sale represents pay-off for years, or even decades, of hard work. However, it’s seldom a simple process. A successful merger and...more
In our ever-changing technological environment, artificial intelligence (AI) is beginning to exert its influence on numerous sectors, revolutionizing our approach to work. As businesses and organizations worldwide adopt...more
The food industry is generally considered recession-resistant and less susceptible to economic downturns than other sectors, making it an attractive investment for private equity firms seeking stable returns. The increasing...more
FBA business owners who have decided to enter into asset purchase agreements with a buyer, as outlined in Part 1 of our series, should understand the various levels of an asset purchase transaction and what will be needed in...more
This article is part of our series on the alternative protein industry, which explores legal considerations relevant to companies and investors in the alternative protein space. The purpose of this article is to provide a...more
TRANSFER OF EMPLOYEES - Once the terms of intellectual property and infrastructure transfer have been agreed, the buyer should investigate the human resources required to maintain and support the application. ...more
From due diligence to post-acquisition, there are various labor and employment issues that businesses should pay attention to in order to ensure smooth corporate transactions and integrations. Employee classifications and...more
Various products are subject to systems (e.g., purchase agreements) under which product purchasers and third parties are prevented from repairing the products and the only way to repair the product is to proceed through an...more
Non-compete clauses are commonly included in M&A agreements. Although generally recognized as lawful, non-competes must fulfill certain requirements to comply with antitrust and competition laws. A recent FTC enforcement...more