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An estimated 95% of M&A deals, usually privately held but sometimes public, include a purchase price adjustment. This mechanism confirms the actual value of the target company at or after closing. These adjustments put the buyer and seller on equal footing and...
Companies use non-disclosure agreements to protect themselves and the ongoing viability of their business as they enter and exit business agreements with employees, vendors and business partners. When using these agreements, the company should ask two key questions:...
Texas is a major player in oil and gas production in the United States and has been for many decades. An important part of that production involves oil and gas companies approaching landowners to harvest the deposits below the surface. These deals typically involve a...
Those who are financially strategic understand the necessity of diversifying their investment portfolio. Real estate investments are often complementary because they are less volatile than the stock market and include a finite and insured inflation hedge. Investors...
It is unfortunate that many partnerships are doomed from the start or run into trouble down the line. Problems often arise over differing philosophies regarding growth strategy, branding and culture. While different but complementary skill sets are an asset, some...
On December 29, 2022, President Biden signed into law H.R. 2617, the Consolidated Appropriations Act of 2023. This $1.7-trillion omnibus spending bill covers a lot of ground, but qualifying mergers and acquisition advisors and brokers got a late gift when lawmakers...
Ground leases are typically 99-year property leases between the tenant and property owner. During the lease, the tenant or lessee typically develops a site by erecting a commercial building or taking over an existing site and making it their own. At the end of the...
The Federal Trade Commission announced a proposal to end companies' practice of requiring non-compete clauses as part of their employment contracts. An estimated 30 million workers (18% of the workforce) currently are bound by non-competes. This would be a major...
The Securities and Exchange Commission (SEC) recently announced some changes to Rule 10b5-1 under the 1934 Securities Exchange Act. The changes will include disclosure requirements to better ensure investor protection and affirmative defense against insider trading....
It is common for companies to use non-competition agreements. These contracts are often part of the onboarding of employees, executives, co-owners, and founders or in connection with the exit of key personnel who are also equity owners during an acquisition. Companies...