Prioritizing client education to empower decision makers throughout their transaction

PE Funds Adapt to Changing Investment Landscape

Private equity groups traditionally hold their investment companies for five years. However, several factors have increased the average holding period from 4.5 years to 5.8 years from 2006-2016. This trend is expected to continue in the medium term.

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Representations and Warranties: Your Safety Net

One of the key sections of any purchase agreement is the Reps and Warranties section. The term “Reps and Warranties” refers to all the assertions that the buyer and/or seller make in a purchase and sale agreement. Both sides take a leap of faith in the Reps and Warranties section, assuming that any claims or assertions made by the counterparty are accurate and true. Think of the Reps and Warranties section as a safety net for both sides. It ensures all that is being sold is being bought and all that is being bought is being sold.

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Creating Value Over Volume in Healthcare

2016 produced a record setting number of healthcare deals.

This trend is expected to continue as the healthcare industry shifts towards a pay for value over volume system serving patients, a hallmark of the ACA. With increased interest in wellness, healthcare organizations are adjusting their strategies to add new capabilities to stay competitive.

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A New Day, A New Way: Goodwill Impairment Testing

The measurement of goodwill and subsequent tests for impairment under purchase accounting rules is complicated and sometimes a source of controversy between companies and their auditors and advisors. Fortunately, the Financial Accounting Standards Board (FASB) has come to understand that the cost of the rigorous analysis required does not meet the cost/benefit constraint that lies at the heart of accounting rules. Earlier this year FASB issued revised guidance for goodwill impairment testing designed to make the entire process more straightforward and economical.

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PEGs & ESOPs: An Unlikely Duo

On their face Employee Stock Ownership Plans (ESOPs) appear to be a vehicle for employee ownership and not something that invites Private Equity Group (PEG) investment due to differing ownership structures. On the contrary, ESOPs and PEGs can co-exist in a mutually beneficial relationship. In many cases, PEGs view ESOP companies as having the exact characteristics they look for in target investments.

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Gettin' Ready to Get Ready: Tips for Pre-Sale Due Diligence

Business owners eager to sell their company are wise to take time to assess their business operations before embarking on the sale process.  Prospective buyers want to understand what they are purchasing, and will consequently scrutinize every facet of your business.  This will include financials, corporate documents, personnel records, contracts, patents, licenses, etc.  Taking pains to perform your own due diligence prior to going to market is the best way to avoid headaches during the buyer’s due diligence phase.

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Who Needs an Independent Valuation?

Death, taxes – even divorce – are some of the more sobering circumstances that underscore the need for an independent valuation. Even when the motivation is more upbeat – such as a qualified buyer with a serious offer – the existence of an independent appraisal can provide the parties with a sense of reliability.

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Partial ESOP Sale: The Triple Threat Liquidity Strategy

As privately held businesses mature and grow in value, the desire for, and prudence of, personal liquidity and diversification grows in importance to business owners.  When much of one’s personal net worth is tied to a highly successful, yet illiquid business, the owners are often faced with the question “how can I personally diversify yet remain in control of my company”?  The use of an Employee Stock Ownership Plan, or “ESOP”, provides business owners a distinct advantage toward personal liquidity.  An ESOP allows the business owner to cash out a portion of his/her business, retain control, while providing excellent tax benefits to both the shareholder and the company going forward.  Furthermore, the benefits an ESOP provides to the company and its employees are significant, which makes the ESOP a triple threat liquidity strategy.

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Disappearing Discounts for Taxable Estates

RUN, DON’T WALK. Go see your estate planner NOW!

On August 2nd, the Treasury issued proposed regulations that will drastically change estate planning.  If you have, or anticipate having, a taxable estate, you should visit your estate planner as quickly as possible to determine the possible financial impact.

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Dig a Little Deeper When Making Valuation Assumptions

By definition, business valuations require assumptions to be made.  The trick is to consider all elements of the business and market conditions to carry the assumptions to a reasonable conclusion.

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Andre Sutherland

 

Andre Sutherland

Valuation

Orlando Office

407-621-2119 (direct)

asutherland@pcecompanies.com

Connect
407-621-2119 (direct)

407-621-2199 (fax)

Daniel Kvarnberg

 

Daniel Kvarnberg

Valuation

Orlando Office

407-621-2132 (direct)

dkvarnberg@pcecompanies.com

Connect
407-621-2132 (direct)

407-621-2199 (fax)

David Jasmund

 

David Jasmund

Investment Banking | ESOP

Orlando Office

407-621-2111 (direct)

djasmund@pcecompanies.com

Connect
407-621-2111 (direct)

407-621-2199 (fax)

Eric Zaleski

 

Eric Zaleski

Investment Banking | ESOP

Chicago Office

847-239-2466 (direct)

ezaleski@pcecompanies.com

Connect
847-239-2466 (direct)

407-621-2199 (fax)

klopfenstein-mark-square

 

Mark Klopfenstein

Advisory

Atlanta Office

678-596-6306 (direct)

mklopfenstein@pcecompanies.com

Connect
678-596-6306 (direct)

407-621-2199 (fax)

Melissa Ritter

 

Melissa Ritter

Investment Banking

Orlando Office

407-621-2128 (direct)

mritter@pcecompanies.com

Connect
407-621-2128 (direct)

407-621-2199 (fax)

Michael Rosendahl

 

Michael Rosendahl

Investment Banking

New York Office

201-444-6280 Ext 1 (direct)

mrosendahl@pcecompanies.com

Connect
201-444-6280 Ext 1 (direct)

407-621-2199 (fax)

Will Stewart

 

Will Stewart

Investment Banking | ESOP

Orlando Office

407-621-2124 (direct)

wstewart@pcecompanies.com

Connect
407-621-2124 (direct)

407-621-2199 (fax)

whitcomb-woody

 

Woody Whitcomb

Investment Banking

Orlando Office

407-621-2113 (direct)

wwhitcomb@pcecompanies.com

Connect
407-621-2113 (direct)

407-621-2199 (fax)

poole_michael

 

Michael Poole

Investment Banking

Orlando Office

407-621-2112 (direct)

mpoole@pcecompanies.com

Connect
407-621-2112 (direct)

407-621-2199 (fax)

vogt-paul

 

Paul Vogt

Valuation

Atlanta Office

678-641-4760 (direct)

pvogt@pcecompanies.com

Connect
678-641-4760 (direct)

407-621-2199 (fax)

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