Page 7 of 17. Practical M&A and securities guidance from deal counsel.
A structured three-year exit readiness assessment covers financials, management depth, customer concentration, legal housekeeping, and sell-side quality of earnings. Learn what buyers scrutinize and how to close the gaps before going to market.
Apr 17, 2026
Transferring a family business requires coordinated legal, tax, and estate planning. This guide covers GRATs, installment sales, IDGTs, family limited partnerships, voting versus economic splits, and IRS appraisal requirements for intra-family business transfers.
Apr 17, 2026
A checklist for the FDD 23 Items: what buyers must examine, which patterns signal risk, and what to verify before signing a franchise agreement.
Apr 17, 2026
FIRPTA withholding for cross-border deals: who withholds, which forms to file, and how the 20-day closing calendar changes with a pending application or certificate.
Apr 17, 2026
Prepare Form D and state notices with a filing checklist, EDGAR access steps and amendment reminders. Federal and state requirements must be tracked separately.
Apr 17, 2026
Prepare a Form S-1: assign disclosure owners, reconcile supporting records and track review milestones so unresolved filing issues stay visible.
Apr 17, 2026
A detailed legal analysis of founder protective provisions and board rights in venture-backed companies: board composition progression, protective provision scope, founder vesting and acceleration, drag-along mechanics, dual-class structures, CEO removal rights, and how founders negotiate these terms from Series A through Series C.
Apr 17, 2026
Buying an existing franchise? Coordinate the purchase agreement, FDD review, franchisor consent and lease assignment before committing to closing.
Apr 17, 2026
Franchise resales require franchisor consent, ROFR compliance, transfer fees, training obligations, remodel requirements, and new guarantee execution. This guide covers every legal step for buyers and sellers navigating a franchise transfer.
Apr 17, 2026
A comprehensive guide to Rule 13e-3 going-private transactions: Schedule 13E-3 filing requirements, fairness disclosure obligations, the MFW cleansing framework and its six conditions, special committee formation, majority-of-minority vote provisions, appraisal rights under DGCL Section 262, Delaware entire fairness review, and SEC comment practice for controller mergers and buyout transactions.
Apr 17, 2026
Everything founders need to know about going public in 2026: reverse mergers, OTCQB listing requirements, SEC reporting, blue sky compliance, and legal timelines.
Apr 17, 2026
A detailed legal analysis of GP-led continuation fund transactions: single-asset and multi-asset CV structures, rollover vs. cash option mechanics, fairness opinion requirements, LPAC consent process, SEC Private Fund Adviser Rule compliance, carried interest reset, stapled primary commitments, and tax structuring under Section 351 and partnership merger rules.
Apr 17, 2026
GP structure for private equity sponsors: GP LLC and management company LLC, Delaware formation, SEC registration, fee waiver, and carried interest.
Apr 17, 2026
Buying or selling a healthcare practice? Work through ownership, MSO agreements, payer relationships and transition questions before signing.
Apr 17, 2026
Comprehensive legal guide to acquiring hospitality groups and multi-unit restaurant portfolios: holdco/opco structures, add-on playbooks, chef-partner equity, franchisee group FDD consent chains, hotel PIP funding, debt stack layering, and post-close governance.
Apr 17, 2026
Every financing option for buying a business - SBA 7(a) loans, seller financing, ROBS, mezzanine debt - with current rates, real deal examples, and blended structures for $1M-$5M acquisitions.
Apr 17, 2026
Foreign buyers acquiring US companies face sector-specific ownership restrictions in communications, aviation, maritime, defense, nuclear, banking, insurance, energy, agriculture, real estate, healthcare, education, and gaming. This guide covers FCC limits, CFIUS interplay, FAA actual control tests, Jones Act, ITAR, NRC FOCI, BHC Act, Form A filings, FERC 203, AFIDA, state farmland laws, and mitigation structures including proxy agreements and special security agreements.
Apr 17, 2026
How to file and defend indemnification claims in M&A transactions. Covers claim notice requirements, third-party claims, defense control, escrow interaction, RWI claims, and dispute resolution paths.
Apr 17, 2026
Caps, baskets, survival periods, and escrow set who bears M&A risk after closing. See who an indemnity escrow benefits and bank guarantee alternatives.
Apr 17, 2026
A detailed legal analysis of independent sponsor deal economics: closing fee ranges, management fee structures, transaction fees for add-ons, board and monitoring fees, promote tiers and catch-up provisions, preferred return norms, GP commitment expectations, LP consent rights, broker-dealer registration risk, SEC regulation, and typical diligence timelines.
Apr 17, 2026
A detailed legal and operational analysis of integration governance for multi-entity roll-ups: holdco board and committee structure, subsidiary officer appointments, shared services agreement design, intercompany transfer pricing, ERP consolidation, delegation of authority matrices, chart of accounts harmonization, financial reporting packages, benefits plan harmonization, debt covenant tracking, investor reporting cadence, and a 30/60/90-day integration playbook for each add-on.
Apr 17, 2026
IP chain of title is the central diligence question in every technology acquisition. This guide covers employee and contractor IP assignment, open source compliance, patent and trademark review, trade secret protection, and perfecting assignment at close.
Apr 17, 2026
A detailed legal analysis of intellectual property diligence in technology M&A: chain of title, employee and contractor IP assignment agreements, prior employer claims, patent portfolio review, trademark diligence, trade secret programs, license-in and license-out analysis, IP indemnification, and post-closing USPTO recordation.
Apr 17, 2026
IPO committees and board independence: NYSE and Nasdaq standards, audit, compensation and nominating committees, phase-in periods, and dual-class shares.
Apr 17, 2026
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