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On January 7, 2025, Vice Chancellor Sam Glasscock III of the Delaware Court of Chancery issued a post-trial decision in favor of defendant, a private equity fund (the Fund), finding that the Funds sale of a portfolio company (the Company) was protected by the business judgment rule and did not harm the interests of minority stockholders.
E252: How Issac Qureshi Built an E-Commerce Empire: Mergers, Acquisitions, and Leveraged Buyouts - Watch Here About the Guest(s): Issac Qureshi : Issac Qureshi is the founder and owner of Bauer, a mergers and acquisitions (M&A) firm specializing in e-commerce. The beauty is that it doesn't cost us anything.
Small Business Administration (SBA) issued a Final Rule (Rule") that will dramatically change the landscape for the Merger and Acquisition (M&A) market for both large and small businesses.
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. A successful merger and acquisition (M&A) transaction requires its own hard work and typically takes many months of preparation. However, it’s seldom a simple process.
While investors generally are aware that mergers and acquisitions can require antitrust filings in the United States under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act), they are sometimes surprised to learn that secondary sales also can trigger HSR Act filing obligations. By: Cooley LLP
ZestMoney, the Goldman Sachs-backed Indian fintech startup once valued at $450 million, has sold itself to financial services firm DMI Group, the two said late Wednesday, in a fire sale that caps 12 tumultuous months for the once-hot new-age lender.
The sale process can be a long, stressful, physically and emotionally draining, and disruptive to ongoing business operations. professional fees) and maximize the sale price. professional fees) and maximize the sale price. By: Kerr Russell
The acquisition will allow Infintium to secure new manufacturing facilities and expand its sales and marketing operations as it. By: Mintz - Energy & Sustainability Viewpoints
24, 2024) the Commonwealth Court ruled that a buyer’s failure to obtain a bulk sale certificate made it liable for the seller’s unpaid taxes on a restaurant and liquor license that the buyer bought. In HUF Rest., Commonwealth, No. 394, 2024 Pa. LEXIS 105, at *1 (Pa. By: Tucker Arensberg, P.C.
A bankruptcy sale is an opportunity to potentially acquire assets at distressed pricing. A bankruptcy sale also presents prospective bidders with a level playing field to conduct due diligence, submit a bid, and compete directly against all other bidders at an auction.
A pending EDVA case shows how the failure to address intellectual property rights in an asset sale can mushroom into multinational litigation, including a dispute over trademark rights in the United States. By: Troutman Pepper
b' E149: Bill Snow: From Sales to Mergers and Acquisitions Expert - Watch Here rn rn Here is what my team and I learned from this interview: (These are notes from team members, writers, sometimes AI, and even listeners who submitted what i learned loosely edited and shared here) - If it seems a bit unrefined, you're reading our notes, so.
Sit down with Eric Wall and Mark Seneca for insights on: Tax advantages and disadvantages for stock vs. asset sales The most common deal structure for VC-backed company sales and why Structuring a “tax-free” transaction where sellers receive buyer equity. By: Orrick, Herrington & Sutcliffe LLP
We were delighted to participate in a joint webinar with CBRE this summer looking at the hot trend of European sale and leasebacks. We looked at the crucial transactional considerations from the buyer’s and the seller’s perspective and the key features of the lease, and how transactions differ across the European S&LB market.
New Relic’s $87-per-share sale price gives it a valuation that’s less than seven times its current run-rate revenue. Given the dry IPO climate, we are bereft of new data regarding exit values, so this deal is like a fresh, cool breeze on a sultry summer afternoon.
20, 2024), the California Court of Appeal answered two long outstanding questions of California law concerning the enforceability of noncompetition agreements in the context of the sale of a business: 1. By: Sheppard Mullin Richter & Hampton LLP
The ruling addresses the issue of whether professional advisory fees incurred in contemplation of a sale of a group company (actually resulting in a sale of a business) can be deducted as expenses of management by a holding company when calculating its liability for corporation tax. By: Proskauer - Tax Talks
Mark Seneca and Justin Yi outline the timeframe for a typical sale, and the key work streams involved. Learn about: A basic framework from the time that you sign an LOI Key milestones from LOI to closing External circumstances that may lengthen the process, such as regulatory approvals. By: Orrick, Herrington & Sutcliffe LLP
There are two primary ways to structure the taxable purchase and sale of an incorporated business. The parties may engage in an asset acquisition, in which the buyer purchases assets directly from the target corporation. By: Ward and Smith, P.A.
The Hart-Scott-Rodino (HSR) Act is a federal law that requires parties to a future business sale transaction to disclose certain information to determine that the transaction does not violate antitrust laws and harm competition if consummated. By: Amundsen Davis LLC
The European real estate sector is enduring a period of turbulence not seen since the 2008 financial crisis. Industry players are dealing with a confluence of stubbornly high interest rates, falling valuations, rising energy and construction costs, and increasingly expensive financing. By: White & Case LLP
The UK Takeover Panel (the Panel) has published a new framework for private sale processes. If you are a private equity investor considering potential P2P acquisitions after receiving initial soundings from management teams, then this new regime should be helpful in enabling early stage talks to happen in private. By: A&O Shearman
E246: Lane Carrick Reveals the SHOCKING Truth About Business Sales Failure - Watch Here About the Guest(s): Lane Carrick is a seasoned mergers and acquisitions (M&A) professional with extensive experience spanning multiple industries and transaction levels. Selecting the right advisor can make or break a business sale.
Owners or investors of certain C corporations (C corps) may be eligible to exclude up to 100 percent of gains from a sale of qualifying stock held for five years. In some cases, the availability of Section 1202 may also reduce or eliminate the burden of double taxation associated with an asset sale and distribution of proceeds.
rn Episode Summary: rn In this insightful episode of the How2Exit Podcast, host Ronald Skelton and guest Brandon Knowlden delve into the intriguing world of mergers and acquisitions, particularly Brandon's unique approach to business growth. rn Building a quiver of private investors is crucial for executing sale leasebacks efficiently.
When it comes to selling a business, there are two primary methods: an asset sale and a share sale. Both have their own advantages and disadvantages, and it is important to understand the key legal differences between the two. By: Miller Canfield
When the penny does drop, a highly significant (and often underappreciated) factor in ensuring an efficient and successful deal for all parties comes down to preparation for sale by the vendor.
919 (“Bill 919”), will address a gap in the regulation of franchise sales – namely, a lack of transparency regarding the role and background of independent franchisee recruiters, often known as “franchise brokers.” A bill passed by the California Senate on May 22, 2024, Senate Bill No.
How do you draft a tax covenant for a corporate sale when the Seller Group is within the scope of a Pillar Two charge? This is an issue that will become increasingly relevant as we approach the Pillar Two start date at the end of 2023. Please see full Publication below for more information. By: Bryan Cave Leighton Paisner
Redburn Atlantic has made two new hires within its sales trading teams in Boston and Frankfurt, The TRADE can reveal. Alexander Laux has been appointed as a new equity sales trader, based in Frankfurt, covering German clients primarily. Laux joins Redburn Atlantic from Barclays, where he spent the last 14 years.
Our M&A team is honored to have represented clients in some of the most compelling transactions in 2024, from advising the iconic rock band KISS and its co-founders Gene Simmons and Paul Stanley in the sale of all assets comprising KISS, to representing Rivian Automotive on the formation of an equally controlled and owned joint venture with Volkswagen (..)
in which he rejected plaintiffs claims of breach of fiduciary duty in connection with the sale of Authentix Acquisition Company, Inc. On January 7, 2025, Vice Chancellor Glasscock issued a 68-page post-trial decision in Manti Holdings, LLC v. The Carlyle Group Inc., By: Vinson & Elkins LLP
Serving as the stalking horse bidder in a Section 363 sale can provide a buyer with financial and legal protections, as well as better position the buyer to ultimately acquire the debtor’s assets. This article addresses the key issues regarding being a stalking horse bidder in a bankruptcy case.
E219: Unlocking True Business Value: Strategies and Insights for Mid-Market Sales w/ Trever Acers - Watch Here About the Guest(s): Trever Acers is an investment banking and valuation expert with over two decades of experience in the industry. And by less risk, that means they're willing to pay more."
2/24), a case arising out of the 2022 acquisition of Citrix Systems, a Florida federal court refused to dismiss allegations that a merger proxy contained misleading omissions due to the target’s failure to provide updated information addressing continuing improvement in a key sales metric between signing and closing. […]
Earnout provisions are common in life sciences and healthtech mergers and acquisitions, particularly when an acquired company may add significant value after closing. This can occur if the acquired business has a product in Phase 3 clinical trials or a new product with an uncertain sales ramp.
eBay is unloading its remaining shares in the online classified business Adevinta to private equity firms Permira and Blackstone for $2.2 billion in cash and 20% equity, it said. Adevinta had originally acquired eBay’s own classified business back in 2020, leaving eBay with $2.2 billion in cash and 540 million Adevinta shares.
Generally, bankruptcy sales protect purchasers from such claims under Section 363(f) of the Bankruptcy Code, but there are limited exceptions. Troutman Pepper's Creditor’s Rights Toolkit is a series that provides practical insights to help creditors confront the challenges of commercial bankruptcy.
Declining consumer spending power is driving down revenues and pushing luxury firms to seek new avenues for growth - Slowing economic growth, hampered by stubborn inflation, has inhibited consumer confidence across the globe.
b' E210: Strategic Real Estate: Mergers, Acquisitions, and Business Roll-Ups for Maximum Return - Watch Here rn rn About the Guest(s): rn Dan Taylor is an experienced professional specializing in real estate strategies that set him apart from conventional practices. then sell those businesses without the real estate."
Washington, DC (January 17, 2024) FOCUS Investment Banking (FOCUS), a national middle market investment banking firm providing merger, acquisition, divestiture, and corporate finance services, announced today that Stillwater Technologies LLC (Stillwater) has been acquired by ReNEW Manufacturing Solutions (ReNEW).
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