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Course Details

Course Information
  • smart_display Format

    Live Online with Live Q&A

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Commercial Law

Date & Time
  • event Date

    Wednesday, October 15, 2025

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.


  • Live Online


    On Demand

$347.00

This course is $0 with these passes:

CLE
ALL

This CLE course will examine key legal considerations involved in structuring and consummating the sale of family-owned businesses. The panel will discuss critical steps for family-owned businesses that will help you prepare for the sale process, including valuation, preparing for and addressing due diligence, and evaluating whether to structure the deal as a sale of equity or assets. The panel will also address other vital issues, including transitioning business operations to the new owner.

Faculty

John C. Cushing
Partner
Brown Rudnick LLP

Clients at every stage of the business life cycle rely on Mr. Cushing as a partner and strategist, advising them on matters such as business and succession planning, entity selection and formation, private equity and venture capital financing, joint ventures and strategic alliances, mergers and acquisitions, private placements and public offerings of debt and equity securities, technology licensing, SEC compliance, corporate governance, recapitalizations, executive compensation and general corporate matters. He regularly advises family offices in their legal and business challenges. Mr. Cushing works collaboratively with clients across a variety of industries, including EMS and NEMT medical transportation, product distribution and logistics, high technology, consumer products, digital and print media, e-commerce and e-solutions, SAAS, information technology, life sciences, medical devices, pharmaceuticals, manufacturing, professional and financial services, and alternative energy.

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Susan Markey
Partner
Maslon LLP

Ms. Markey represents clients in general corporate, taxation, and nonprofit matters. She draws from a diverse background in government, accounting, and law to serve as a holistic business advisor, and strongly believes that tax and corporate advice should be both easy to understand and practical. Ms. Markey regularly counsels clients on mergers and acquisitions, business formation, joint ventures, and general corporate matters. She also frequently assists clients with tax controversies, audits, appeals, planning, and structuring, as well as researching tax law and drafting legal appeals and memoranda. Ms. Markey regularly writes and presents on corporate topics and most recently presented seminars on ownership disputes in closely held businesses, advanced tax strategies for M&A deals, and strategic risk assessment for complex commercial transactions.

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Description

Family-owned businesses, accounting for over 60% of jobs in the U.S., are a crucial target for both strategic and financial buyers. However, mergers and acquisitions of family-owned businesses are complicated for a variety of reasons, including valuation challenges, tax and estate planning considerations, general unpreparedness, internal governance, and potential issues concerning a generational transfer of the business. The sale of a family-owned business can be a new, emotional,  and challenging undertaking for existing owners that defines their legacy.  

Counsel representing family-owned businesses should carefully counsel the sellers to help avoid critical mistakes that could materially affect value. Counsel should  identify potential risks and liabilities and seek to mitigate those risks and liabilities prior to the marketing of the deal. Counsel should also give management deal-side support so that it can continue to run the business and work to meet any projections during the sales process provided to potential buyers.

When structuring the sale of a family-owned business, counsel must evaluate whether an equity or asset sale is the most prudent option, considering tax and other financial impacts. Counsel can also advise how to structure any retained ownership (often required by financial buyers) in the business following the sale. Counsel must also develop a strategy for using earnouts, "seller paper," "rollover equity," or other methods to bridge valuation gaps or to provide needed cash to fund the purchase price.

Listen as our authoritative panel discusses best practices for managing the sale process, maximizing value, and thinking like a buyer in the sale of a family-owned businesses.

Outline

I. Determining value

II. Structuring the deal

III. Confidentiality Agreements and Letters of Intent

IV. Legal considerations

A. Preparing for diligence

B. Consents

C. IP ownership

D. Employee matters

Benefits

The panel will review these and other key issues:

  • What legal and business issues arise with the purchase and sale of family-owned businesses?
  • What are the key components of a comprehensive due diligence plan for both buyers and sellers?
  • What are the benefits, risks, and tax aspects of structuring the sale as a stock sale versus asset sale versus merger?
  • What valuation challenges do acquisitions of family-owned businesses present and how can they be overcome?
  • When and how should family members decide to "reinvest" in the family business with "rollover equity" when selling to a financial buyer and what are the tax implications of doing so?
  • How to prepare in advance of a transaction to address the family's estate planning needs.
  • What management and transition-related issues could arise when selling a family business?