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Wednesday, December 17, 2014

The Psychology of Selling a Business

There are many reasons why owners and founders come to Mirus Capital Advisors to sell their business, and I will spare you a comprehensive list, but in 17 years of selling businesses, I’ve been fascinated to see how often psychology comes into the decision-making process.   By far, the most common answer to the question […]

Thursday, December 11, 2014

A Compelling Reason to Sell Your Business in 2015

Why should 2015 be the year?  Because valuations are nearing record highs (and trees don’t grow to the sky). Note that I am not referring to the stock market per se, although the S&P 500 and Dow Jones Industrial Average have both reached record highs in 2014.   I’m referring to the price-to-earnings ratio (or […]

Sunday, December 07, 2014

Virtual Organizations and their Impact on M&A

Virtual organizations are on the rise, especially among start-ups.  The cloud has replaced the “garage” as the 21st century laboratory for collaboration and innovation.   What’s most exciting about this trend is the fact that the barriers to entry for an intellectual property-driven business (whether it be a software firm, professional services, or an online business) […]

Tuesday, June 17, 2014

“$163 million?!!!? Hey, Terminate ME!” (Break-up fees in the middle market)

Hillshire Brands agreed last month to acquire Pinnacle Foods for $4.3 billion in a deal intended to broaden Hillshire’s product offerings beyond Ball Park hot dogs, Jimmy Dean sausages, and other protein products by adding Pinnacle’s roster of iconic grocery brands including Birds Eye, Mrs. Paul’s, Log Cabin, Duncan Hines, Vlasic and more.  The market […]

Friday, April 11, 2014

What Are PLM Companies Buying?

OK, so M&A is hot and companies are spending big sums of money, but what is motivating them.  Why do they buy and what do they buy.  In the end it is about need; need to grow, need to compete, need to service customers.  More than ever before, we are seeing PLM companies buy on […]

Monday, July 08, 2013

When a Non-binding Term Sheet Becomes Binding

From Mintz Levin: “Although letters of intent and term sheets represent the first step in nearly all negotiated corporate transactions, parties should be aware of court rulings enforcing purportedly non-binding letters of intent. Parties should proceed with caution when drafting letters of intent or term sheets and in their course of conduct surrounding the negotiations of definitive agreements to help ensure they are not later bound to their ‘non-binding’ term sheet.”

Friday, May 20, 2011

Shareholder Agreements in Closely-Held Massachusetts Corporations

I received this brief summary from Elizabeth Burnett and Jehanne Bjornebye at Mintz Levin and found it interesting. Several questions about the rights of shareholders and their conflicting rights as fiduciaries are addressed in the recent Superior Court decision Merriam v. Demoulas Super Markets, Inc. It’s instructive.

Wednesday, May 18, 2011

Restricted Stock: A Simpler Solution for Mid-Sized Companies

There are at least five reasons why restricted stock grants remain appealing for a variety of companies, large, medium and small: (1) it’s real stock; (2) it creates a meaningful element of employee retention; (3) the income tax consequences are straightforward; (4) the grantees really do have skin in the game; and (5) an employer can add features that help preserve the control of the current owner(s).