Check out Steve Cherin's video series. Its full of helpful tips and wisdom for entrepreneurs and executive officers.
Sellers sometimes come to us after the term sheet or LOI is negotiated. And, often that is too late! A deal never gets better after the term sheet,
Steve Cherin, of Cherin Law Offices, has been involved in the sale or purchase of dozens of businesses - some owners miss this critical first step.
Don't try to do everything yourself!
Before you start a non-profit, consider whether that is the best path to accomplish your goals.
Steve Cherin of Cherin Law Offices discusses misconception about allocating ownership. Many founders make the mistake of assuming equal ownership is needed.
For business owners selling their businesses, many are not prepared for the due diligence! We say: "do your own due diligence"!
In representing dozens of start-up companies, a frequent question is "what type of entity and where to form it".
Selling your business is a process, not an event. The planning process
needs to start long before you list the business for sale. But,
sometimes running the business gets in the way. This article and the following installments offer some suggestions for improving the process and, ultimately, the prospects for success.
Whenever you start, use experienced M&A professionals (attorneys, investment bankers and accountants). Most buyers of businesses have experience acquiring businesses, while most sellers have experience building their businesses, but not selling them.
Whether you are forming, growing, purchasing or getting ready to selI a business, there are legal rights and risks that Impact the economic value of the business. The rights start with the building blocks of your business, including real estate, equipment, intellectual property rights in technology, software, brand or company Identity. The rights also encompass a wide variety of contract rights with employees. suppliers, distributors. customers and others.The risks are that these "rights" have not been properly acquired and protected, or that you have created rights In others that become harmful to you.
Non-Disclosure Agreements (NDAs) should be benign documents to begin a discussion of a business transaction allowing one party to tell the other party confidential information, without fear of disclosure. Over the years, however, a number of offensive provisions have crept into “big company” NDAs.
Presented During
THE ENTREPRENEUR'S GROWTH CONFERENCE, 2013
Steven Cherin, Esquire
Cherin Law Offices, PC
Obtaining early stage equity financing is almost always a critical step in the successful ramp-up of a business. After all of the family and friends have been tapped. the government grants have been exhausted, the strategic partnerships have been explored. the traditional debt financing sources have reached their limits and the credit cards have been maxed-out. still more money will be needed before most companies are able to survive and grow. Private equity financing, if not as inevitable as death and taxes, is a necessary process. Rather than ignoring the likelihood. founders should anticipate the need for private equity financing and take control of the process.
The SEC recently issued a “No Action Letter” which states that an M&A Broker, as defined below, under certain conditions, is not deemed to be a broker-dealer for purposes of registration pursuant to Section 15(b) of the Exchange Act. Broker-Dealers have to register with the SEC. An unanswered question was whether Investment Bankers or attorneys who help in the mergers & acquisitions world (“M&A Brokers”) have to register as Broker-Dealers. The issue arises when the transaction is structured as a stock sale or merger, rather than an asset sale. And, usually, the form of transaction is driven by tax, liability and accounting issues of the principals. A partial answer was recently announced by the SEC, but the announcement leaves unanswered questions.
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