Business Succession Planning Podcast with Janathan Allen
Physician Practice Mergers and Acquisitions – Trends in the Health Care Industry
Assessing The Value Of Early-Stage PE Investments
M&A in the Cannabis Sector
Stoel Rives | Deeply Rooted Podcast Episode Four: The Financialization of Agriculture with David Muth from Alternative Equity Advisors
Strategic Growth Paths of Top Small Business Government Contractors
Tips for Dentists Starting or Acquiring a Dental Practice
How to prepare for a merger and acquisition in logistics and transportation
Exit Strategies for GOVCONs with Set Aside Contracts: 2021 Insights and Lessons Learned from Business Owners and Advisors
An Overview of Private Equity Firm Acquisitions of Medical Practices
Ten Talks: New Pathways for Companies Looking for Capital
Why Corporate Housekeeping and Due Diligence are Serious Business for Businesses
Episode 015: Confessions of a Business Appraiser: A Conversation with Chris Mercer
Episode 1: Chris Mercer Interview on Marketability Discount: Part 1
Episode 2: Chris Mercer Interview on Marketability Discount: Part 2
Episode 10: The Marketability Discount Revisited: Interview with Greg Barber
Episode 11: Mediating Business Valuation Disputes: Conversation with Arthur Rosenbloom
Many co-owners of closely held businesses will employ life insurance as a tool for funding the transfer of ownership in the business upon the death or retirement of an owner. In these cases, planning involves the use of...more
The issue in Connelly v. US is whether, for estate tax purposes, the value of a closely-held corporation using corporate-owned life insurance to redeem the shares of a decedent shareholder increases the value of the company...more
“Under any standard of value, the true economic value of a business enterprise will equal the company’s accounting book value only by coincidence . . .” says the late business valuation expert and author Shannon Pratt. So...more
Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue, we discuss...more
In Ramcell, Inc. v. Alltel Corp., C.A. No. 2019-0601-PAF (Del. Ch. July 1, 2022), the Court of Chancery reviewed a 2019 short-form merger between Alltel Corporation (Alltel) and Jackson Cellular Telephone Co. (Jackson), that...more
A SAFE is designed to be short and straightforward. In essence, the investor provides cash now against a promise to receive shares in the future. The challenges of negotiating full transaction documents, including agreement...more
Jarden, LLC v. ACE Am. Ins. Co., C.A. No. N20C-03-112 AML CCLD (Del. Super. July 30, 2021) - Director and corporate liability insurance coverage is determined by the specific language of the insurance policies. Last year,...more
Companies often use equity incentives to reward key members of their workforce and attract and retain the best talent. In the UK, companies have typically granted EMI options (a government‑backed, tax-advantageous share...more
Here are five things to remember when performing the valuation of shares of a closely held entity for gift and estate tax reporting...more
On January 28, 2021, the Indiana Supreme Court decided Hartman v. BigInch Fabricators & Construction Holding Co., rejecting the short-lived distinction between divorce case business valuation discounts from discounts in other...more
There’s tremendous diversity from state-to-state when it comes to statutory and judge-made law in business divorce cases. The basic fact patterns one sees in cases from across the country, however, don’t vary nearly as much....more
Kruse v. Synapse Wireless, Inc., C.A. No. 12392-VCS (Del. Ch. July 14, 2020) - This case illustrates how appraisal works outside of the public market context when a lack of data hinders a reliable valuation. Here,...more
In any appraisal, whether conducted as a result of a breach of fiduciary duty or oppression, the date of valuation has to be established. In fact, after establishing the definition of "fair value" to apply, the determination...more
COVID-19 has brought back financing terms not seen in the VC market since the last financial crisis. As valuations of public company comparables crumble and VCs engage in stricter price discipline, start-ups able to raise...more
Being an entrepreneur involves wearing many hats. In addition to thinking about product and design, you must also be able to speak the language of investors. Below are some important terms every entrepreneur should know...more
In re Appraisal of Jarden Corp., Consol. C.A. No. 12456-VCS (Del. Ch. July 19, 2019). This decision presents another cautionary tale for stockholders of a target public company who consider seeking statutory appraisal...more
The first half of 2019 saw several decisions from the Delaware courts that will affect M&A dealmaking - Aruba: Supreme Court awards "deal price less synergies" in closely watched appraisal case - Rejecting the Chancery...more
Appraisal litigation is unique under Delaware law. In almost every instance you can think of, once an event provides a right to recover damages (such as a fire caused by negligence), what happens later is relevant to...more
The dog days of August are upon us, a perfect time as I do each year to offer vacationing readers some lighter fare consisting of summaries of a few recent decisions of interest involving disputes between business co-owners....more
...So you, or your client, have found yourself in an appraisal proceeding. The question then becomes: What are the legal rules, principles, and standards that apply in the valuation proceeding itself? That is the subject of...more
The global M&A market has remained strong from the end of 2017 into 2018. With stockholders pressuring larger companies to grow their revenues and the strong liquidity position of many companies, it is a sellers’ market. For...more
Last month, seasoned business appraiser Andy Ross of Getty Marcus CPA, P.C., and I made a presentation at the Nassau County Bar Association about appraisal proceedings in business divorce cases. With the subject of business...more
When the merger price is the product of a full market check by a disinterested Board without interference from a controller and is approved by the stockholders, the Court of Chancery is inclined to give that price weight in...more