Episode 23: LLCs as They Approach the 50-Year Milestone: A Conversation with Professor Susan Pace Hamill
Investment Management Update – Exit Strategies
Episode 014: Business Divorce Stories: Business Appraiser Tony Cotrupe and Attorney Jeff Eilender
Episode 8: Minority Oppression in the LLC: Interview With Professor Douglas Moll
Episode 10: The Marketability Discount Revisited: Interview with Greg Barber
Throwing the baby out with the bath water is a pithy expression that suggests exercising caution when business partners in private companies are seeking to achieve a business divorce. The majority owner and the departing...more
Sluggish M&A and IPO markets have put the brakes on private equity exit activity across Europe, but as pressure builds to clear the backlog of unsold portfolio companies, firms are taking innovative approaches to selling...more
Pamlico Capital has announced the closing of its sixth fund. The fund, Pamlico Capital VI, closed at the fund’s hard cap of $1.75 billion. It was oversubscribed, exceeding its initial $1.5 billion target....more
Management teams of companies acquired by private equity (PE) firms often find themselves in a unique position. For a time, they are both selling owners and operators who will continue to run the business after the sale....more
Despite prevailing headwinds in wider M&A markets, take-private deal flow across EMEA sustained robust levels of activity as dealmakers jumped at opportunities to buy listed companies at attractive valuations - EMEA...more
There is a significant demographic shift headed our way known as the “gray tsunami,” as a very large portion of the American population will reach retirement age and eventually exit the workforce. In fact, we are at a peak...more
With apologies to the pseudonymous children’s book author Watty Piper, this is the story of a humble buy-sell provision in a family-owned LLC’s operating agreement that temporarily ran out of steam in the lower court, only to...more
Yesterday, the Trump Administration announced that it offered voluntary buyouts to over two million federal employees. Employees who voluntarily resign their position will receive payments equal to approximately eight months...more
If you own or manage a company that a private equity firm is looking to acquire, and you plan to stay on after the closing, you’ll likely need to negotiate two key points: rolling over some or all of your equity and...more
Repricing issuance in US leveraged loan markets has surged in 2024, presenting borrowers with the opportunity to lower their financing costs - US loan repricing activity has approached near-record levels in 2024, with...more
Corporate directors have long relied on the “business judgment rule,” under which their decisions are presumed to have been made “on an informed basis, in good faith, and in the honest belief that the action taken was in the...more
Key Takeaways from October Deal activity: The final quarter of 2024 did not get off to a strong start in October, but dealmakers remain optimistic that the dealmaking environment will continue to improve and transaction...more
A general principle of business valuation is that courts may consider “known or knowable” events as of the “valuation date” – the date as of which the court values the entity – but not post-valuation date events or financial...more
Energy development contracts commonly permit landlords (on whose land the energy project is constructed) a buyout right with respect to the project, often for a nominal payment… but that right isn’t guaranteed in the event of...more
How often do hopeful beneficiaries of a last will and testament expect to receive what they think will be a valuable bequest of a business interest, only to find their joy turn to despair when they discover the bequest...more
Since the early 1990s, the U.S. stock exchanges have long been home to many prominent Chinese companies as they tried to attract a wide spectrum of investors and enhance their global profile. Over the past decade, waves of...more
It is typical to have provisions in the governing documents for your company which contemplate the death and buyout of the owners. Most often, those buyout obligations are funded by the purchase of a life insurance policy on...more
In 2022, The LLC Jungle covered the opinion Friend of Camden, Inc. v. Brandt in a post titled LLC Dissolution Vote Defeats Statutory Buyout. In the Friend of Camden case, the Court of Appeal held that an LLC membership vote...more
Buy-sell agreements come in all shapes and sizes. Some are straightforward. Others are outrageously complex, especially purchase price formulas. Some have triggers for death. Others disability. Retirement. Expulsion....more
You may have heard or even read about the U.S. Supreme Court’s recent decision regarding the date of death value of a deceased shareholder’s shares in a closely held corporation that owned a life insurance policy on the...more
Cutting ties with business partners is a delicate and often complex process. Whether driven by irreconcilable differences, strategic shifts, or personal reasons, disengaging from business partners requires careful...more
Seed investments in hedge funds, private equity funds, private credit funds, and other investment vehicles continued to generate significant deal volume in 2023, according to the tenth annual Seward & Kissel Seed Transactions...more
On June 6, 2024, the United States Supreme Court issued its decision in in Connelly, As Executor of the Estate of Connelly v. United States, (602 US ________). The decision involves the application of the federal estate tax...more
As central banks continue their campaign to cool inflation, interest rates remain at elevated levels not seen in well over a decade. For companies, this makes funding growth initiatives and refinancing existing debt much more...more