Earnout Collars and Allocation of Deal Risks

2020-10-08T19:41:09+00:00July 8th, 2020|Negotiation, Strategy, Transaction Mechanics|

If you're a middle market deal maker you have undoubtedly run across an earnout. In fact, earnouts have become a common mechanism to bridge the so-called "value gap" in many middle market M&A deals. Despite its common place, however, many sellers still have a hard time getting comfortable with its use, and in an uncertain [...]

Negotiator’s Dilemma: An Incomplete Rationalization

2020-09-29T18:25:15+00:00March 4th, 2020|Negotiation, Strategy|

Imagine a hypothetical M&A transaction with two players at the negotiation table: a seller and a buyer. Each party to the transaction seeks to maximize the value it receives, a concept that is understood by each side (i.e. the seller understands the buyer seeks to maximize its payout and the buyer understands the seller seeks [...]

M&A Tax Strategy: Purchase Price Allocation

2019-06-05T13:06:15+00:00January 31st, 2019|Strategy, Taxes, Transaction Mechanics|

Purchase Price Allocation M&A transactions trigger a variety of financial and tax implications for both the buyer and seller. One such implication, and the topic of this article, is the requirement to conduct a purchase price allocation. A purchase price allocation (or “PPA”), generally defined, is an allocation of a transaction’s purchase price to the [...]

How Investment Bankers Create Value

2019-02-28T14:03:45+00:00July 1st, 2018|Strategy, Transaction Readiness|

For many business owners or C-suite executives, engaging an investment banker or M&A advisor is an obvious first step in buying or selling a business. For others, however, the decision to hire an investment banker and the value one brings to the transaction process may be less apparent. When questioned about the value an investment [...]

A Strategic Growth Framework

2020-07-16T15:02:41+00:00April 1st, 2018|Strategy, Transaction Readiness|

A business's growth plan is relatively simplistic when it is first starting up and usually consists of rolling out of a handful of products or services to a manageable geographic market.  It is not uncommon for the plan to be maintained solely in the heads and ideas of the business's owner(s).  And believe it or [...]

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