Business Divorce - Part 1

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Description

Business divorce can be as complicated, costly and dramatic as traditional divorce.

When owners of a closely-held company decide they cannot or will not work together anymore, there are several alternatives for achieving the separation – a division of assets among the owners, a buyout of one owner or several owners by a third party or by the company itself, or a complete or partial sale of the company. But these and other transactional forms come with risk – the risk that dividing the assets of an operating business will cause substantial destruction of value to the company or that strife will take its toll on operations and employees.

This program provides a practical guide to the alternatives for achieving a business divorce, planning the process, containing the risk and preserving value.

Part 1 topics include:

Overview of techniques to accomplish a divorce – buy-sell arrangements, redemptions, compensation, employment separation and retirement plan techniques
Special considerations when the divorce involves LLCs, S Corps or partnerships
Valuation methods and disputes in a business divorce
Techniques for financing a buyout as part of a business divorce
Minimizing adverse tax consequences in a business divorce

Contributors

Frank Ciatto

Frank Ciatto is a partner in the Washington, D.C. office of Venable, LLP, where he has 20 years' experience advising clients on mergers and acquisitions, limited liability companies, tax and accounting issues, and corporate finance transactions. He is a leader of his firm's private equity and hedge fund groups and a member of the Mergers & Acquisitions Subcommittee of the ABA Business Law Section. He is a Certified Public Accountant and earlier in his career worked at what is now PricewaterhouseCoopers in New York. Mr. Ciatto earned his B.A., cum laude, at Georgetown University and his J.D. from Georgetown University Law Center.

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Norman Lencz

Norman Lencz is a partner in the Baltimore, Maryland office of Venable, LLP, where his practice focuses on a broad range of federal, state, local and international tax matters. He advises clients on tax issues relating to corporations, partnerships, LLCs, joint ventures and real estate transactions. He also has extensive experience with compensation planning in closely held businesses.

Mr. Lencz earned his B.S. from the University of Maryland and his J.D. from Columbia University School of Law.

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Thank you

Description

Contributors

Frank Ciatto

Norman Lencz