Allocating Risk in a Deal: Representations and Warranties for Buyers and Sellers of Businesses

July 24, 2018

Thanks to Robert Drumm for writing this guest post. Robert is currently an attorney at Van Osdol and has a long history of completing private company transactions. We’re grateful he was willing to share his expertise here. 

Sometimes clients who are involved in their first business transaction are surprised and even frustrated that the lawyers on both sides of the deal devote so much time and attention to “Representations and Warranties” when they negotiate a definitive purchase and sale agreement (the “PSA”).  This part of the PSA might initially seem like wasted words that make the document thicker and the legal bill higher, but they are important. Read more

Deal Documents 101: An Introduction to the Alphabet Soup of CIMs, NDAs, LOIs, and PSAs

June 19, 2018

Thanks to Robert Drumm for writing this guest post. Robert is currently an attorney at Van Osdol and has a long history of completing private company transactions. We’re grateful he was willing to share his expertise here. 

Technical jargon and acronyms are natural to every subject.  Jargon usually makes “insider” communication easier but at the cost of clarity to outsiders.  Investment bankers, lawyers and other business transaction professionals have our own alphabet soup of jargon, and sometimes, without meaning to be rude, we inflict that jargon on our clients: Read more

2017 Celebration

December 27, 2017

2018 is almost here and, boy, are we excited for it.

But we don’t want to fly into the new year without celebrating the great things that happened in 2017. Cheers to closed deals, insightful deal content, helpful dealmakers, and all the lovely things beyond the deal. Read more

The Ultimate Guide to Due Diligence

November 15, 2017

Due diligence is a term most of us have heard somewhere at some point. But what does it actually mean and how does it play out in specific contexts? At The DVS Group due diligence is an essential part of our dealmaking.

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The Ultimate Guide to Business Valuation

November 7, 2017

Valuation is calculated. Price is negotiated.

 

That’s one of the most important things to remember about the process of business valuation.

Business valuation is a topic that goes deep and wide. There are a lot of questions and a lot to learn.

We did the digging for you and created the second in our series of “Ultimate Guides”.
(The first in the series: The Ultimate Guide to EBITDA)

After engaging with the information below, we hope you come out on the other side with a good understanding of why valuation is calculated and price is negotiated.

Let’s go!

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The Ultimate Guide to EBITDA

October 31, 2017

We talk about EBITDA often in our office. The financial measure is important when valuing a business. Business owners, buyers of businesses and even financial advisors can be at a loss for what EBITDA truly means because it is mainly used in the sale of a business- an event they’ll likely experience once.

There is a heap of questions out there regarding EBITDA. And there is an equal amount of answers. We weeded through the resources out there and found the best answers to your EBITDA questions.

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Three Things You Need to Know About Seller Financing

October 17, 2017
A business is for sale. Buyer and seller meet. It’s a match made in heaven. They’re ready to get a deal done. How is the buyer going to find the millions of dollars required to buy the business? Likely partially from you, the seller.

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How to Start Strong in Your Business Exit Process

October 4, 2017

Honesty.

Selling your business requires honesty.

You must be prepared to answer the questions that buyers have in an honest, almost clinical way.

Starting strong in your business exit process involves being honest about your motivation, your numbers, your employees, your customers and your competitors.

It’s a bit like going to the doctor to get your moles checked – annoying, frustrating, a bit anxiety inducing but you come out on the other side aware of what needs to be removed and what looks a little funky but is actually just fine.
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“Can I Afford to Buy a Business?” Two Frameworks to Help You Answer That Question

September 27, 2017

If you’ve ever considered purchasing a business, the thought right after, “I can be my own boss!” is likely “Can I even afford it?” Business ownership is rewarding in many ways- beyond finances. But it also brings lifestyle changes that impact those around you. It’s an investment you want to be confident in.

We won’t talk in absolutes about whether or not you can afford to buy a business. But, after a decade of seeing executives buy businesses, we’ve developed two frameworks that work in tandem for helping you answer that question.

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