Cooley M&A

OCTOBER 26, 2017

Former stockholders of SARcode Bioscience were recently denied a claim that they were entitled to be paid $425 million in milestone payments under a merger agreement. The decision provides an anecdotal lesson in drafting milestones and suggests that the more technically prescribed milestones may be more difficult to meet, even though the development of the drug is ultimately successful.

52

52

Sun M&A

OCTOBER 26, 2017

Selling a business can feel complicated and overwhelming. It’s normal to have some concerns when you begin. No deal is a certainty, but working with an expert in the industry who is deeply knowledgeable about the business sales process can increase the odds of a successful closing. Here are some of the most common concerns sellers express, and how a skilled advisor can address them.

Business Valuation 40

Business Valuation Marketability 40

Appraisal Rights

OCTOBER 24, 2017

Seekingalpha has published this piece, “ Appraisal Rights: Nontraditional Shareholder Activism” by Aberdeen Asset Management. In this post, Aberdeen recounts the increase in appraisal in this decade , and focuses on how investors have sought to realize additional returns in the appraisal process. Aberdeen then highlights the risks, including legislative risks (which we have covered before ) in noting that appraisal is “as much of a legal strategy as it is an investment strategy” and in noting

Appraisal 40

Appraisal 40

Sun M&A

OCTOBER 26, 2017

Selling a business can be expensive and overwhelming , so owners often balk at the prospect of driving up costs by working with an M&A Advisor. Owners who do, however, almost universally believe their banker added value. The Value of Middle Market Investment Bankers, a study authored by Fairfield University Dolan School of Business’s Michael McDonald, asked 85 business sellers about their experiences working with M&A Advisors.

Equity 40

Equity Marketability 40

Speaker: Susan Spencer, Principal of Spencer Communications

Intent signal data can go a long way toward shortening sales cycles and closing more deals. The challenge is deciding which is the best type of intent data to help your company meet its sales and marketing goals. In this webinar, Susan Spencer, fractional CMO and principal of Spencer Communications, will unpack the differences between contact-level and company-level intent signals.

Marketability

Sun M&A

OCTOBER 26, 2017

The term “independent business owner” doesn’t just refer to your life as an entrepreneur. It also denotes the mindset that life as a business owner demands. You’re confident, independent, and maybe a bit stubborn. These vital traits have helped your business thrive, but can work against you when you’re ready to sell. Why is that? After all, you’re already an expert in sales.

Marketability 40

Marketability Finance 40

Sun M&A

OCTOBER 26, 2017

You’ve thought about it, perhaps spending some sleepless nights debating what to do next with your New York or New Jersey based business. Now you’ve decided it’s time to sell. You have good reasons for the sale—reasons that shouldn’t scare a prospective buyer. So now comes the fun part—or so you think. You’ll set a price—maybe on the high end—and let your business acumen and gut instincts take you where you want to go.

Marketability 40

Marketability 40

Sun M&A

OCTOBER 26, 2017

When pursuing the sale of your company, it is important to be prepared. Being prepared not only means getting your books and records organized and preparing a quality descriptive executive summary of your company, it also involves educating yourself to properly address the common questions that will inevitably be asked by prospective acquirers. Properly preparing for and addressing these questions will maximize an acquirer’s comfort level, reduce their perceived risk and increase valuation.

Start-ups 40

Start-ups Marketability 40

Appraisal Rights

OCTOBER 23, 2017

As reported in Law360 [$$], on October 11, 2017 the Delaware Supreme Court heard argument appealing the Chancery Court’s ruling in the ISN Software appraisal case. We have previously posted on the trial court’s decision here , in which Vice Chancellor Glasscock awarded a premium to the merger price. The Supreme Court did not rule and did not indicate when it would do so.

Appraisal 40

Appraisal Discounted Cash Flow 40