The prospect of buying an existing business in California can be an extraordinarily exciting time for all types of people, but there will be several concerns of which a prospective business owner needs to be aware. You do not want to leap into any business venture without performing due diligence…
Here is a checklist for buyer’s counsel to use when conducting a legal due diligence review of intellectual property (IP) and information technology (IT) matters as part of a merger or acquisition (an M&A transaction). The checklist covers common areas of due diligence concerning intellectual property (IP) and information technology…
Not all corporate mergers and acquisitions are amicable arrangements; most notably, the hostile takeover. There are various types of mergers and acquisitions in California. Even merger discussions that begin amicably may result in a perceivably unfair closing agreement, triggering expensive post-closing litigation. Oral promises may never translate into a written…
Corporations are subject to many fiduciary rules that govern their operations. Most business persons are familiar with the prohibition on interested transactions and placing one’s own financial interests ahead of the company’s. Yet the application of this rule varies widely from state to state. The Delaware Supreme Court has recently…
There are very few aspects of business that were not affected by the COVID-19 pandemic. Supply chain issues, staffing shortages, and remote work caused immediate problems, which have experienced some relief as the public health crisis is coming under control. As a result, there are significant changes that business owners…
Secured creditors use collateral to protect their investments. Collateral can be a good form of financial protection, but the security only exists if creditors follow all legal requirements. If all legal requirements are not met, a secured creditor might not have priority over other creditors – or have no legal…
Mergers and acquisitions are an important tool for expanding your business in the competitive field of technology. Unfortunately, hidden debts and liabilities can impose serious financial burdens on an unassuming buyer. Some buyers try to avoid this situation by purchasing assets rather than an entire company. This approach can still…
COVID-19 has changed business completely, across the world, and throughout every industry. As the country slowly reopens, business is resuming again. Mergers and acquisitions will slowly begin again as business owners feel more comfortable moving forward. It is important, however, to understand the additional risks a business can face while…
Everyone has different reasons for starting and ending a business. Some Silicon Valley entrepreneurs start their businesses hoping to be acquired by a larger corporation. Many tech industry business owners build their enterprises with the goal of selling them, while other business owners are simply ready for a change. Whether…
Selling your business can be an exciting time. An acquisition can represent a new stage of growth for a company. However, a poorly drafted acquisition agreement can also jeopardize the legal and financial interests of business owners who do not adequately prepare for such an event. What Issues Should Be…