| 4:30 The difference in mindset between practicing law and M&A |
| 6:00 At what point do companies start to institutionalize their business? |
| 7:20 What’s your advice to companies looking to go public now? |
| 8:15 Is an IPO an exit? |
| 9:00 What is the goal of going public? |
| 10:20 What are the alternatives to an IPO for offering shareholders liquidity? |
| 12:00 What is growth capital? |
| 13:00 How do private equity firms operate and what do they look for? |
| 15:25 Does the owner need to stay post-acquisition when selling to a private equity firm? |
| 16:05 What are the differences between public and private equity? |
| 17:50 How does a private equity fund work and how long are the typical holding periods? |
| 21:05 How much higher are multiples for public companies? What is the difference between a PE and an EBITDA multiple? |
| 24:50 The private market discount |
| 27:00 What do buyers look for in acquisitions? |
| 31:00 Should you have your financial statements audited before you sell your company? |
| 32:00 How many years of financial statements do you need to have audited? |
| 32:40 Reviews and compilations vs audits of financial statements |
| 33:30 How extensive should pre-sale due diligence be? |
| 34:30 How extensive should pre-sale legal due diligence be? |
| 36:20 Should your in-house attorney conduct pre-sale due diligence? |
| 37:10 How do you handle a minority owner during a sale? |
| 40:00 Transaction structure — asset sale vs. stock sale vs. mergers |
| 41:00 How do you get rid of a minority partner without selling the entire company? |
| 42:45 What standard of value is used when valuing a minority interest? |
| 43:45 What type of appraisal is recommended when selling a company? |
| 44:50 What are the most common employee-related issues in M&A? |
| 48:45 Are employment agreements assignable? |
| 50:10 How are employees transferred? |
| 53:25 How effective are stay-bonuses with employees? |
| 54:30 Can you still sell your business if there is pending litigation? How does a litigation escrow work? |
| 56:30 What is the impact of threatened litigation? |
| 57:30 Should attorneys charge by the hour or a flat fee? |
| 59:45 Typical fees for M&A intermediaries and attorneys |
| 1:02:00 How are flat fees for attorneys structured? |
| 1:03:45 What are the differences in deal structures between different types of buyers? |
| 1:06:00 How is rollover equity structured? |
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