25 Key Lessons Learned From M&A Transactions

Selling your company can be difficult and time-consuming. Mergers and acquisitions (“M&A”) require advance preparation, sophisticated advisors, a dedicated management team, and an understanding of the key business and legal issues involved. The following are a number of key lessons learned from M&A transactions involving the sale of private companies, from the perspective of the selling company:
1. Time
Time is the enemy of all M&A deals for a seller. The price and terms typically only […]

By | November 25th, 2019 ||

It’s Time To Update Your Partnership And Operating Agreements

The laws governing partnerships and LLCs have changed, and partnership agreements and LLC operating agreements need to be updated to comply. Now is an excellent opportunity to review and revise documents so they are consistent with your current business needs.
New Audit Rules
Congress has amended the rules governing how partnerships are audited. Have you addressed these new rules in your partnership and operating agreements? If not, you need to.

Since 1982, partnership audits have been governed […]

By | November 25th, 2019 ||

Use Of Earn-Outs To “Bridge” The Valuation Gap

There’s an old saying, probably at some point attributed to Abraham Lincoln or Einstein, that a bridge shows no allegiance to either side. It’s a wonderful metaphor and one that dealmakers would be wise to remember when working to construct agreements to solve for divergent views on value. What two parties may have initially viewed as a solid foundation, may fail when tested, plunging those parties into the churning waters of judicial scrutiny.

Often discussed […]

By | November 20th, 2019 ||