Rules
Seller financing in a business sale: what the promissory note should include
Seller financing terms in a business sale: what the promissory note has to state, who files the UCC-1 and what a lapsed lien costs the seller.
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Rules
Rules
Hart-Scott-Rodino filing thresholds and what US sellers must disclose
Firm valuation transactions that cross HSR filing thresholds need a premerger notification, a waiting period and full seller disclosures to the FTC.
Rules
Three families of valuation method, and what each one cannot see
Comparing valuation methods by what each family needs, what it is blind to, how the other side attacks it, and what to do when the answers disagree.
Rules
Valuation methods requirements for a formal appraisal
Valuation methods requirements for a formal appraisal: what to settle with the appraiser, which standards may apply, and what to hand over for each method.
Rules
Several examinations hide inside due diligence, and each one needs a different signer
Diligence is several examinations, not one service. Which your deal needs, who is qualified to sign each, and what to verify about scope, output and liability.
Rules
Due diligence: the parts worth your attention
Due diligence reduced to three questions a buyer is really asking, what kills a deal against what merely reprices it, and each side's part in the process.
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Seller preparation checklist, legal file: entity, IP, staff, disputes, broker letter
A seller preparation checklist for the lawyer's part of a sale: entity standing, who owns the IP, staff on transfer, disputes and the engagement letter.
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Acquisition financing mistakes: what to review before signing
Acquisition financing mistakes: review the rate, repayment, fees, collateral, default terms, prepayment, guarantees and covenants before signing.
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A closing and integration checklist that runs from two weeks out to the first month
Closing and integration checklist for the switchover: payment routes, supplier accounts, access, insurance and people, from two weeks out to the first month.
Rules
Business broker engagement patterns: six invented engagements and what each one teaches
Six invented business broker engagement patterns, each shown as it appears, how it plays out, and what to study, with real rules and providers noted.
Rules
Six buyer search mistakes, from job or asset to diligence
Six buyer search mistakes named in order: job or asset, asking price, the seller's broker, bidding to win, a vague letter of intent and diligence.