Essential Steps to Sell Your Business
Strategies for Business Resilience in Uncertain Times
Best Practices for Preparing Your Company for Exit
What is Reverse Vesting and What are the Tax Considerations?
What Does "Cash Free / Debt Free" Mean?
How is Purchase Price Established?
What's Important to Get Right in the Term Sheet?
Should You Engage a Financial Advisor?
What's the Timeline for a Sale Process?
Selling Your Med Spa Practice – Key Steps To Attract a Buyer and Get the Best Price
Preparing A Company For Sale - A Podcast with Janathan Allen
Building a Healthcare Practice and Preparing to Sell: Getting the Right Advice Can Make a Difference
FCA Implications for M&A Transactions
What You Need To Know About Representation and Warranty Insurance
Growth by Acquisition Important Considerations for Government Contractors, Part 2 of 2
The Exit: Everything You Need to Know but Didn’t Know to Ask about Startup Acquisitions
Selling Your Government Contract Business: Plan Today for a Stronger Tomorrow, Part 1 of 2
Legal Steps For Dentists to Follow When Buying or Selling a Practice
Top 20 Negotiation Tips: #8 and #9
The Grass is Greener: The State of the Cannabis Industry - Where Do We Go from Here?
Life sciences companies (particularly early stage companies) may be attracted to an LLC holding company structure as an alternative to a typical C corporation structure to maximize both the purchase price paid by a future...more
There are several steps to follow when preparing to sell your business. It is important to allow plenty of time for planning and organization, as the process will usually require many months to a year or more. Why does it...more
In a dispute about tax preparation businesses that one member of Compass Tax Services LLC was selling to the entity, precious little was for certain. Even the parties’ agreement lacked clarity about whether Compass Tax, or...more
A planning technique that is known to most tax professionals is for an owner of a private company to gift an interest therein to charity prior to a sale. This technique is only of interest to taxpayers who are charitably...more
Deal Costs, Generally- Every purchase and sale of a business, whether from the perspective of the seller or the buyer, is about economics, and few items will impact the economics of the transaction more certainly or...more
One of the goals in a business divorce is finality – ending a business relationship once and for all. But what if the end isn’t really the end?...more
The California Corporate Securities Law of 1968, like the federal Securities Act of 1933 and Securities Exchange Act of 1934, define "security" by providing a list. Because limited liability companies did not exist when these...more
The Delaware Court of Chancery recently upheld a provision in a merger agreement that prevented the buyer from using privileged emails between the seller and its attorneys in post-closing litigation. The decision, in...more
It is no secret that LLC managers enjoy a lot of discretion regarding how they operate the LLC. Members of the LLC often find it difficult to challenge the manager’s decisions on key transactions, investments, and other...more
Planning for a business succession – sale or transition of a business to new owners – is as important as planning for business formation or business operations. In our experience, however, planning for business succession is...more
On July 13, 2017, the U.S. Tax Court issued its opinion in Grecian Magnesite Mining, Industrial & Shipping Co., SA v. Commissioner, in which the Tax Court held that a non-U.S. person who sells an interest in a partnership...more
Shareholders, Partners and/or LLC members of any closely-held or family-held company should check the buy-sell formula contained in their Shareholder Agreement (sometimes called a Buy-Sell Agreement), Partnership Agreement or...more
There are often disputes over funds held in escrow under earn out or indemnification provisions in various deals. This decision confirms that the Court of Chancery will take jurisdiction over a suit seeking specific...more