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June Featured Presenter Double Header!

For our June 28th meeting we will have a Double Header! We will begin with a brief discussion in regard to “Structuring Acquisitions of Family-Owned Businesses” by longtime member and Member at Large for NOBBA, Attorney Michael Ellis of Buckingham. Michael will be presenting this subject matter in greater detail as part of an expert discussion panel for a Strafford live video webinar on July 12th and NOBBA is getting a sneak peek regarding this important subject.

We are also looking forward to a “Meet the Broker” segment with Jim Myers and our friends at Hanna Business Advisors. Each “business brokerage” company, be it a small independent or a large franchise organization focuses on different transaction sizes and market segments. Some work heavily with commercial real estate and some do not. Curious what Jim and the rest of what Hanna Business Advisors are all about? We’ll hear from them in our June meeting!

When: Wed, June 28, 2023
Time: 11:45AM – 1:15PM EDT
Place: Melt Bar & Grilled
6700 Rockside Road, Independence

This event has taken place.

July 12th Webinar with Michael Ellis
I am pleased to announce that I will be speaking in an upcoming Strafford live video webinar, "Structuring Acquisitions of Family-Owned Businesses: Valuation, Due Diligence, Deal Structure, Operational Transition" scheduled for Wednesday, July 12, 1:00pm-2:30pm EDT.
Family-owned businesses, accounting for over 60 percent of jobs in the U.S., are a crucial target for both strategic and financial buyers. However, mergers and acquisitions of family-owned businesses are complicated for a variety of reasons, including valuation challenges, tax and estate planning considerations, internal governance, and potential issues concerning a generational transfer of the business. An acquisition can be a new and challenging undertaking for existing owners, and management may have an emotional attachment to the company.
Counsel representing buyers of family-owned businesses should carefully conduct due diligence to identify potential risks and liabilities and seek to mitigate those risks and liabilities or "price them into the deal." Counsel should also give management deal-side support so that it can continue to run the business and meet any projections during the sales process provided to potential buyers.
When structuring the sale of a family-owned business, counsel must evaluate whether a stock purchase or asset purchase is the most prudent option, considering tax and other financial impacts. Counsel can also advise how to structure any retained ownership (often required by financial buyers) in the business following the sale. Counsel must also develop a strategy for using earnouts, "seller paper," "rollover equity," or other methods to bridge valuation gaps or to provide needed cash to fund the purchase price.
Our panel will examine key legal considerations involved in structuring acquisitions of family-owned businesses. The panel will discuss strategies for addressing valuation, conducting due diligence, and evaluating whether to structure the deal as a stock purchase, asset purchase, or purchase of LLC units. The panel will also address transitioning business operations to the new owner and other vital issues.
We will review these and other key issues:
  • What legal and business issues arise with the acquisition of family-owned businesses?
  • What are the key components of a comprehensive due diligence plan for both buyers and sellers?
  • What are the benefits, risks, and tax aspects of structuring the sale as a stock sale versus asset sale versus merger?
  • What valuation challenges do acquisitions of family-owned businesses present and how can they be overcome?
  • When and how should family members decide to "reinvest" in the family business with "rollover equity" when selling to a financial buyer and what are the tax impacts of doing so?
  • How to prepare in advance of a transaction to address the family's estate planning needs
  • What management and transition-related issues could arise when selling a family business?
After our presentations, we will engage in a live question and answer session with participants so we can answer your questions about these important issues directly.
I hope you'll join us.
For more information or to register >
Or call 1-800-926-7926
Ask for Structuring Acquisitions of Family-Owned Businesses on 7/12/2023
Mention code: ZDFCA
Michael A. Ellis, Partner
Buckingham Doolittle & Burroughs LLC