Tag: due diligence

Why pretend Facebook is a sure thing?

February 4, 2011
Dear NY Times, Please stop writing about corporate finance. Nobody who worked on this article appears to know anything about securities laws, corporate finance, reasons companies go public, or how to read past issues of this paper. Securities laws: Facebook...
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Do you track liquidation scenarios in your startup?

February 1, 2011
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...
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What do I “do” with due diligence?

August 9, 2010
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...
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NOLs can be hard to understand

February 23, 2009
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,...
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Short Form Due Diligence Request List

November 24, 2008
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...
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How to allocate risk you find in due diligence

September 21, 2008
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...
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