acquisitions | Austin Short Film https://www.austinshortfilm.com sut and About in Austin TX Sat, 19 Jan 2019 01:09:49 +0000 en-US hourly 1 https://wordpress.org/?v=6.0.8 https://www.austinshortfilm.com/wp-content/uploads/2018/06/austin-short-films-65x65.png acquisitions | Austin Short Film https://www.austinshortfilm.com 32 32 163542106 Representations and Warranties in Mergers and Acquisitions (M&A) https://www.austinshortfilm.com/tech/representations-and-warranties-in-mergers-and-acquisitions-ma/ Sat, 19 Jan 2019 01:09:49 +0000 https://www.austinshortfilm.com/blog/representations-and-warranties-in-mergers-and-acquisitions-ma/ #mergersandacquisitions #corporatelaw #business http://cenkuslaw.com http://braatenwoods.com Representations and warranties (or reps & warranties) come up often in the world of mergers and acquisitions. Whether you’re the seller or the buyer of a business, reps and warranties make up a significant portion of the final purchase agreement. “What are representations and warranties? Why are they so important?” […]

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#mergersandacquisitions #corporatelaw #business
http://cenkuslaw.com
http://braatenwoods.com

Representations and warranties (or reps & warranties) come up often in the world of mergers and acquisitions. Whether you’re the seller or the buyer of a business, reps and warranties make up a significant portion of the final purchase agreement.

“What are representations and warranties? Why are they so important?” you ask. Well, dear viewer, put simply, they are statements about the state of the business that serve as the basis for indemnification and an allocation of risk between the buyer and the seller.

That’s the explanation put simply. If you want to know more (and you should), watch the video where I make six main points about the role of representations and warranties from my perspective as a corporate lawyer.

Here’s a quick rundown in case you want to jump ahead:
0:51 – Representations and warranties are statements about a business
2:00 – Reps and warranties as basis for indemnification
4:36 – Why reps and warranties are important when buying a business
5:39 – Representations and warranties aren’t always facts
6:58 – Reps and warranties as allocations of risk
7:34 – They are almost always joint and several
10:21 – The two main qualifiers: knowledge & materiality

So, take a look and leave any questions in the comments below. As always, feel free to contact me directly as this is what I do and I’m happy to help if I can.
_____________________________________________

For a deeper dive into and other legal issues vital to the success of your deals and your business, visit me at:
http://www.cenkuslaw.com

Just starting up? Check this out for my advice on startup success: http://www.thestartupshepherd.com.

You can also reach me at:

https://www.linkedin.com/in/brettcenkus

http://www.cenkuslaw.com

Home

_______________________________________________

About me:

My 20+ years of experience in business finance, business law and entrepreneurship have led me to believe that numbers and logic are awesome tools, but understanding human nature and emotions is the first step to business success.

The Cenkus Law Firm provides services related to mergers & acquisitions, general business issues and startups, including founders’ agreements and fundraising. I also consult with entrepreneurs and have invested my own capital as an angel investor.

From 2010-2013 I served as Chief Legal Counsel of a publicly-trade international oilfield services company. From 2001 to 2006 me and a partner founded and built Paragon Residential Mortgage. Paragon was sold to Bridge Investments in 2006.

I hold a Juris Doctorate from Harvard Law School and a Bachelor of Arts degree in Economics from Messiah College in Grantham, Pennsylvania.

Now, I live in Austin, TX with my wife and two kids. I enjoy reading, running, classic movies, great food and wine and some great American football.

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The post Representations and Warranties in Mergers and Acquisitions (M&A) first appeared on Austin Short Film.]]> 8118 Mergers and Acquisitions: A Comprehensive Overview of the M&A Process https://www.austinshortfilm.com/tech/mergers-and-acquisitions-a-comprehensive-overview-of-the-ma-process/ Thu, 10 Jan 2019 08:19:57 +0000 https://www.austinshortfilm.com/blog/mergers-and-acquisitions-a-comprehensive-overview-of-the-ma-process/ #mergersandacquisitions #corporatelaw #business http://cenkuslaw.com http://braatenwoods.com Mergers & Acquisitions (commonly referred to as M&A) is often considered a fast-paced, exciting niche of corporate law. And, it is. I love the work I do and my role in M&A deals. It’s apparent to me others find this line of work interesting as well, particularly following the response […]

The post Mergers and Acquisitions: A Comprehensive Overview of the M&A Process first appeared on Austin Short Film.]]>

#mergersandacquisitions #corporatelaw #business
http://cenkuslaw.com
http://braatenwoods.com

Mergers & Acquisitions (commonly referred to as M&A) is often considered a fast-paced, exciting niche of corporate law. And, it is. I love the work I do and my role in M&A deals. It’s apparent to me others find this line of work interesting as well, particularly following the response to my most popular M&A 101 video found here:

So, this is a follow-up to that video, with a greater focus on the process you can expect as a buyer or seller of a business as you continue your merger or acquisition.

This video touches on all aspects of M&A: deal structures, the key players, the motivations for performing a merger or acquisition, considerations from the perspective of the buyer and the seller, and more – most of which I’ve discussed in my other videos.

Here’s a quick rundown in case you want to jump ahead:
0:53 – Step 1: Valuation of your company
2:51 – Step 2: Prepping for due diligence
7:14 – Step 3: Assemble your team
10:04 – Step 4: Plan the selling process
11:13 – Step 5: Finding a buyer
14:25 – Step 6: Signing a Nondisclosure Agreement (NDA)
15:02 – Step 7: Basic due diligence
15:44 – Step 8: Laying out basic terms in a Letter of Intent (LOI)
18:31 – Step 9: Intensive due diligence
21:52 – Step 10: Document the deal with a Purchase Agreement

So, take a look and leave any questions in the comments below. As always, feel free to contact me directly as this is what I do and I’m happy to help if I can.
_____________________________________________

For a deeper dive into and other legal issues vital to the success of your deals and your business, visit me at:
http://www.cenkuslaw.com

Just starting up? Check this out for my advice on startup success: http://www.thestartupshepherd.com.

You can also reach me at:

https://www.linkedin.com/in/brettcenkus

http://www.cenkuslaw.com

Home

_______________________________________________

About me:

My 20+ years of experience in business finance, business law and entrepreneurship have led me to believe that numbers and logic are awesome tools, but understanding human nature and emotions is the first step to business success.

The Cenkus Law Firm provides services related to mergers & acquisitions, general business issues and startups, including founders’ agreements and fundraising. I also consult with entrepreneurs and have invested my own capital as an angel investor.

From 2010-2013 I served as Chief Legal Counsel of a publicly-trade international oilfield services company. From 2001 to 2006 me and a partner founded and built Paragon Residential Mortgage. Paragon was sold to Bridge Investments in 2006.

I hold a Juris Doctorate from Harvard Law School and a Bachelor of Arts degree in Economics from Messiah College in Grantham, Pennsylvania.

Now, I live in Austin, TX with my wife and two kids. I enjoy reading, running, classic movies, great food and wine and some great American football.

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The post Mergers and Acquisitions: A Comprehensive Overview of the M&A Process first appeared on Austin Short Film.]]> 7915 Understanding Private Equity Buyers in Mergers and Acquisitions https://www.austinshortfilm.com/tech/understanding-private-equity-buyers-in-mergers-and-acquisitions/ Sun, 28 Oct 2018 18:43:38 +0000 https://www.austinshortfilm.com/blog/understanding-private-equity-buyers-in-mergers-and-acquisitions/ #mergers #corporatelaw #businesslaw http://cenkuslaw.com http://braatenwoods.com In the Main Street to lower-middle market ( million – million), we often deal with three different types of buyers. Each buyer has their own motivations, ways of doing business, and characteristics you should consider when dealing with them while selling your business. So, we’re going to cover each of […]

The post Understanding Private Equity Buyers in Mergers and Acquisitions first appeared on Austin Short Film.]]>

#mergers #corporatelaw #businesslaw
http://cenkuslaw.com
http://braatenwoods.com

In the Main Street to lower-middle market ( million – million), we often deal with three different types of buyers. Each buyer has their own motivations, ways of doing business, and characteristics you should consider when dealing with them while selling your business. So, we’re going to cover each of these three types of buyers in the is three-part (go figure) series.

In this video, I’ll introduce you to the mind of the financial – or private equity – buyer. Private equity investors generally work with a large pool of money and may be working to collect and merge a sum of small businesses in your industry.

If you’re dealing with a private equity firm looking to buy your business, know that you’re dealing with a seasoned buyer. As I touch on in the video, this is both a benefit and a factor you should give some consideration.

As always, watch the video and feel free to reach out with any questions. Leave a comment or contact me.

_____________________________________________

For a deeper dive into and other legal issues vital to the success of your deals and your business, visit me at:
http://www.cenkuslaw.com

Just starting up? Check this out for my advice on startup success: http://www.thestartupshepherd.com.

You can also reach me at:

https://www.linkedin.com/in/brettcenkus

http://www.cenkuslaw.com

Home

_______________________________________________

About me:

My 20+ years of experience in business finance, business law and entrepreneurship have led me to believe that numbers and logic are awesome tools, but understanding human nature and emotions is the first step to business success.

The Cenkus Law Firm provides services related to mergers & acquisitions, general business issues and startups, including founders’ agreements and fundraising. I also consult with entrepreneurs and have invested my own capital as an angel investor.

From 2010-2013 I served as Chief Legal Counsel of a publicly-trade international oilfield services company. From 2001 to 2006 me and a partner founded and built Paragon Residential Mortgage. Paragon was sold to Bridge Investments in 2006.

I hold a Juris Doctorate from Harvard Law School and a Bachelor of Arts degree in Economics from Messiah College in Grantham, Pennsylvania.

Now, I live in Austin, TX with my wife and two kids. I enjoy reading, running, classic movies, great food and wine and some great American football.

More info on Understanding Private Equity Buyers in Mergers and Acquisitions

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The post Understanding Private Equity Buyers in Mergers and Acquisitions first appeared on Austin Short Film.]]> 6128 Indemnification in Mergers & Acquisitions Explained https://www.austinshortfilm.com/tech/indemnification-in-mergers-acquisitions-explained/ Sat, 13 Oct 2018 12:18:12 +0000 https://www.austinshortfilm.com/blog/indemnification-in-mergers-acquisitions-explained/ #mergersandacquisitions #corporatelaw #businesslaw http://cenkuslaw.com http://braatenwoods.com In the context of mergers and acquisitions, indemnity clauses encapsulate the extent of liability a seller will assume post-closing based on the representations and warranties they present to the buyer. So, it’s especially important that sellers of a business carefully consider several factors about the scope of indemnification and how […]

The post Indemnification in Mergers & Acquisitions Explained first appeared on Austin Short Film.]]>

#mergersandacquisitions #corporatelaw #businesslaw
http://cenkuslaw.com
http://braatenwoods.com

In the context of mergers and acquisitions, indemnity clauses encapsulate the extent of liability a seller will assume post-closing based on the representations and warranties they present to the buyer. So, it’s especially important that sellers of a business carefully consider several factors about the scope of indemnification and how those representations are conveyed to a buyer in the purchase agreement.

Fundamentally, indemnification is a guarantee of compensation for losses or damages incurred by the buyer of a business due to circumstances unforeseen at the time of closing. It’s a way to share risk between buyer and seller.

If you’re selling a business and take only a few nuggets of wisdom away from this video, my tips regarding indemnification are:
1. Maximize the deductible
2. Minimize your cap
3. Shorten the survivability of indemnity (to the extent that you can)
4. Carefully consider representations and warranties made to the buyer

Now, if you’re unclear on any of those four tips, watch the video! If you still have questions, feel free to reach out. Leave a comment or contact me.

_____________________________________________

For a deeper dive into and other legal issues vital to the success of your deals and your business, visit me at:
http://www.cenkuslaw.com

Just starting up? Check this out for my advice on startup success: http://www.thestartupshepherd.com.

You can also reach me at:

https://www.linkedin.com/in/brettcenkus

http://www.cenkuslaw.com

Home

_______________________________________________

About me:

My 20+ years of experience in business finance, business law and entrepreneurship have led me to believe that numbers and logic are awesome tools, but understanding human nature and emotions is the first step to business success.

The Cenkus Law Firm provides services related to mergers & acquisitions, general business issues and startups, including founders’ agreements and fundraising. I also consult with entrepreneurs and have invested my own capital as an angel investor.

From 2010-2013 I served as Chief Legal Counsel of a publicly-trade international oilfield services company. From 2001 to 2006 me and a partner founded and built Paragon Residential Mortgage. Paragon was sold to Bridge Investments in 2006.

I hold a Juris Doctorate from Harvard Law School and a Bachelor of Arts degree in Economics from Messiah College in Grantham, Pennsylvania.

Now, I live in Austin, TX with my wife and two kids. I enjoy reading, running, classic movies, great food and wine and some great American football.

More info on Indemnification in Mergers & Acquisitions Explained

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