News & Analysis as of

Due Diligence Privately Held Corporations

Opportune LLP

How To Achieve The Economically Efficient Purchase Of A Private Company Through Thoughtful Acquisition Structure

Opportune LLP on

Many private companies were formed years ago using what was known as a Subchapter S election, which refers to the optional treatment of an otherwise taxable C corporation as (generally) a passthrough entity. These structures...more

Bradley Arant Boult Cummings LLP

FinCEN Issues Final Rule Requiring Private Companies to Report Ownership

On September 29, 2022, the United States Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a final rule requiring millions of private companies to report their ownership to the United States...more

Schwabe, Williamson & Wyatt PC

What to Expect When Selling A Manufacturing Business

Knowing what to expect when going into the sale process and teaming up with experienced advisors is critical to making the sale of your business the crowning achievement of all of your hard work. This article discusses...more

Farella Braun + Martel LLP

Turmoil in the SPAC Market: What Private Tech Companies Should Consider Before Going Public Via a SPAC

In the spring of 2021, one of the hottest markets—the market for special purpose acquisition companies, or SPACs—has “screeched to a halt,” according to CNN. As the SPAC market grew red hot in the past six months, it seemed...more

Fenwick & West LLP

SEC’s New Guidance on Liability Risks Likens SPACs to IPOs

Fenwick & West LLP on

John Coates, Acting Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (SEC), issued a public statement providing insight into the SEC’s views on the application of federal...more

Snell & Wilmer

New Year, New Laws – Congress Passes Major Anti-Money Laundering Act

Snell & Wilmer on

On January 1, 2021, Congress passed the National Defense Authorization Act for Fiscal Year 2021, an omnibus bill that includes the Anti-Money Laundering Act of 2020 (“AMLA”). The AMLA bans the use of anonymous shell companies...more

Foley & Lardner LLP

Beyond Bunny Hugging: ESG, Investor Expectations and Reporting Trends

Foley & Lardner LLP on

This paper attempts to provide a definition and context for the term, Environmental, Social and Governance (“ESG”), explain how and why it is used, demonstrate how investors are driving the proliferation of ESG reporting,...more

Tucker Arensberg, P.C.

Saving Time and Money When Selling A Privately Held Business

Tucker Arensberg, P.C. on

Advance planning is crucial when you decide to sell your privately held business. You need to be at the center of that sale planning with the assistance and guidance of your lawyer, your accountant, and your business broker...more

Cooley LLP

Blog: CDX Holdings Decision Spotlights the Treatment of Stock Options in a Merger

Cooley LLP on

The treatment of outstanding stock options and other equity compensation awards is often a key element of a sale transaction. Because stock options can represent considerable value, how they are treated can have a...more

McCarter & English, LLP

M&A: How to Maximize Your Return When Selling Your Business

As a family or private business owner, you know how to sell your product or service. But do you know how to sell the company itself? Selling a business that has been built over the years is emotional and stressful, and for...more

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