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Today's episode is all about the legal issues and considerations involved in selling a small to medium sized business ("SMB"), many of which tend to be unfamiliar to CEOs and Entrepreneurs.
My guest, Mario Nigro, is one of Canada's preeminent M&A lawyers, and currently serves as a Partner in the Mergers & Acquisitions and Private Equity & Venture Capital Groups at Stikeman Elliot based out of Toronto. From a legal standpoint, Mario has worked with substantially every type of stakeholder within the SMB ecosystem (business owners, CEOs, entrepreneurs, strategic acquirers, private equity firms, banks, non-bank lenders, financial advisors, deal intermediaries, and so on), and regularly acts for both buyers and sellers in both minority and majority SMB sales.
We cover a lot of ground in our discussion, and focus specifically on the most common blind spots that Entrepreneurs and CEOs tend to exhibit when it comes to selling their companies, including:
The most common reason why entrepreneurs over-pay in taxes after receiving their deal proceeds;
How to select legal counsel when looking to sell your business, and how much you should expect it to cost;
Whether LOIs should be detailed or generic, and why;
The circumstances under which buyers and sellers would prefer an asset sale or a share sale;
The most frequent mistakes business owners make when negotiating representations & warranties in the purchase agreement;
Why rep & warranty insurance is growing as a useful tool for both buyers and sellers;
How to deal with unsophisticated legal counsel & advisors in a SMB sale;
The top 3 reasons why deals fall apart after a LOI is signed;
How to negotiate your non-compete;
You can access the show notes by clicking on this link
Please enjoy!