Tag: deals

Fred Wilson has had a series of posts relating to M&A transactions, generally revolving around case studies. This one on ChiliSoft describes how certain features embedded in the capitalization table (liquidation preferences and floating price warrants), coupled with being acquired...

Here’s a recent post by Rick Colosimo in the Five-Minute General Counsel series on due diligence, with an even shorter short form due diligence request list than our own investor-based due diligence list. One question we haven’t answered here yet...

Net operating losses, or NOLs, accumulate when a business has tax losses in a given year rather than profits. They are typically carried back to earlier profits but may be accumulated in as carry-forwards for up to 20 years. Sirius,...

In both my past as a corporate lawyer and as a strategic advisor, I often find myself drawing deal diagrams for a variety of parties. Even among those familiar with deal diagrams, I have not found any great uniformity in...

We are often approached by small businesses that are seeking capital in connection with strategic and operational advice. For anyone corresponding with us, or frankly for anyone starting to get a handle on an existing business, here’s a short due...

We generally subscribe to the theory that commercial contracts are about allocation of risk in a transaction. Dealbook today writes about a clause in the Merrill Lynch / Bank of America merger agreement. Here’s the clause: “(c) No investigation by...

A few pieces are detailing Carl Icahn’s foray into Yahoo and his decision to take up the proxy fight Microsoft appears to have abandoned. This Dealbook article gets my vote today because of this quote from Icahn: It is unconscionable...

Geoffrey Colvin, the star of our last post, is once again delivering basic finance concepts to the masses in his all-too-short article on the AT&T- BellSouth merger. Believe us, basic is the level that many corporate finance & management teams...