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Preparing a VC-Backed Company for an Exit Event
Initial public offerings (IPOs) and M&A exits are the two most common means of achieving liquidity in a private company. This article addresses an acquisition transaction, which requires preparation and oversight that many founders and managers need to learn as they go. Although getting to an M&A exit event is by no means a guarantee, nor is it the desired path for every founder, there are several things that founders and the company management team can do to ensure that the M&A process goes smoothly.
Delaware Supreme Court Upholds Advance Waiver of Statutory Appraisal Rights
Delaware Supreme Court Decision Affirms Key Component of “Drag Along” Critical for M&A Exits for Venture-Backed Companies
SPAC Chat Ep. 5: Tempering the SPAC Hype
It seems that everyone is taking a second look at SPACs as the number of lawsuits against these alternative IPOs continues to increase by the day.
SPAC Chat Ep. 4: Litigation Update: Preparing for the Next Wave of Suits Against SPACs
It seems that everyone is taking a second look at SPACs as the number of lawsuits against these alternative IPOs continues to increase by the day.
SPAC Chat Ep. 3: Tracking Trends of the SPAC Surge
There is no denying the surge in special purpose acquisition companies (SPACs) and that these financing vehicles have had a significant impact on financial markets.
SPAC Chat Ep. 2: The Controversy Over Sponsor Equity
Does a minimal investment in a Special Purpose Acquisition Company (SPAC) entitle a sponsor to a tremendous amount of equity after a successful IPO?
Public Benefit Corporations are Going Public
By Ben Stone
As society increasingly expects corporations, large and small, to generate positive social impact alongside profits, many entrepreneurs and executives are incorporating their companies as, or converting to, Public Benefit Corporations (“PBCs”).
SPAC Chat EP 1: Busting Common Myths about SPACs
Grab a cup of coffee and listen as leading SPAC attorneys from Mintz discuss and debunk the four most common myths about these transactions.
Management Carve-Out Plans
By Garrett Galvin
A company may find itself in a position to sell for a variety of reasons: a sale may be necessary to continue its growth, a potential buyer made an offer too good to pass up, or the owners are simply looking towards their next venture. Regardless of the reason for the sale, the prospect of selling the company can be a difficult but exciting time for all involved and it is important for the sellers to have management support of the transaction to bring it across the finish line.
Fiduciary Duties in M&A Transactions
By Page Hubben
The board of directors of a corporation owe fiduciary duties to the corporation and its stockholders under Delaware law. In most general matters, the actions and decisions of the board and the company’s officers are viewed through the standard of the business judgment rule. In a change in control transaction, however, a court reviewing the actions of a board will apply a heightened standard, and the actions and decisions of the board and officers become subject to a greater level of scrutiny. Courts often examine the board’s decision-making process, the reasonableness of actions taken and the information on which decisions are based. To build a strong case against potential litigation during a significant transaction, companies and their boards should be well informed about their duties and follow best practices for evaluating, structuring and approving a deal.
Founder Liquidity: Key Considerations in Secondary Sales
By Soobin Kim
As a founder starts and grows a company, the founder may consider selling her shares in the company prior to an exit via a sale of the company or an initial public offering. Such sale, typically called a secondary sale, helps a founder meet needs for necessary expenditures or reduce her risk tied to the company. In the past, the founder’s sale of her shares was viewed as signaling lack of confidence and misaligning the founder’s interests, and therefore, investors often blocked the founder’s sale of her equity.
MintzEdge 101: Optimizing The Sale Of Your Company - John Rotchford (SASI)
John Rotchford, founder of SASI, a boutique investment banking firm, discusses how to prepare your company for sale, how buyers will value your business, and how to achieve a favorable and timely outcome.
What to Do Now if You Want to Sell Your Company
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 companies looking to sell and participate in the global M&A market of $3.7 trillion in 2017[1] and $890.7 billion in Q1 2018[2], the toughest question is often how to start.
MintzEdge Entrepreneur Perspective: Exiting Successfully - Jon Sundt (Altegris)
Jon Sundt, Founder of Altegris, explains how he built one of the largest alternative investment advisory firms in the country and how he achieved a hugely successful exit.
MintzEdge Entrepreneur Perspective: Digging Out of A MARKET CORRECTION - Charlie Silver (RealAge)
In this podcast, Charlie Silver, the founder of RealAge, a big data email marketing company, discusses how he turned his company around during the dotcom crash and successfully sold it to The Hearst Corporation. Mr. Silver also discusses the future of online marketing and the role of blockchain and how his newest company, Algebraix, is changing the way consumers share and get paid for their data.
MintzEdge Entrepreneur Perspective: Bootstrap Your Way To A Successful Exit – D. Taylor (CineForm)
In this podcast, David Taylor, the founder of CineForm, a digital media company that was successfully sold to GoPro, discusses how he built a successful company and the many challenges he faced along the way.
Preparing for an Exit: Selling Your Drone Company
By Marc Mantell
Just as each warehouse logistics robot or copter-drone will utilize different technologies to address unique problems, each robotics company will follow a unique path to its eventual exit transaction. For those considering a company sale, there are several things you can focus on early in the process that can help give you the best chance of success.
Preparing Your Portfolio For Prime Time: IP Due Diligence
By Bill Geary
Due diligence helps potential investors know they are making a winning bet on your start-up. Hence, investors conduct a detailed look “under the hood” of the company and the company’s IP is at center stage.
Don’t Make These Ten Mistakes When Selling Your Business
Over my three decades of practicing corporate law, I have helped hundreds of founders sell their businesses. In the process of helping them achieve a successful transaction, I have noted ten common mistakes that can cost the founders money by way of a lower sale price or higher expenses and that can delay or prevent the successful closing of the sale transaction. If you want to maximize your chances of closing your transaction on time and on the best possible terms, avoid making these common mistakes
Preparing to Sell a Privately-Held Business
Steven Gulotta, Managing Member of Mintz’s New York Office, discusses the importance of advance planning in the sale of privately held companies.
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