Post-Closing Briefs: The SRS Blog

Why Your Governing Documents May Not Work

A lot of venture firms have been disappointed recently to discover that their portfolio company charters don’t work as well as they would have hoped especially in terms of exits. Problems arise when the merger includes escrow, holdback, and earn-out provisions and liquidation preferences are not fully met by closing proceeds. read more

Just Whose Lawyer Are You?

If you sell your company, you’d assume the lawyers who helped you with the deal would still be able to assist you with any issues that might come up after closing, right? Not so fast. The analysis may surprise you. read more

News, Best Practices and Opinions in Venture M&A - April 2010 Edition

SRS has gotten great feedback on its recently published newsletter: News, Best Practices and Opinions in Venture M&A. Articles cover the effects of contingent consideration, shareholder reporting requirements on international escrows, and illusory escrow deadlines. read more

Closed Any International Deals Lately? Better Watch Out for FBAR

Venture capitalists and others who closed deals in 2009 in which escrows are held in accounts domiciled outside the US may need to comply with recently revised and newly proposed FBAR regulations. Most people have never heard of FBAR and don’t know much about these rules, but failure to comply can result in significant penalties. read more

Post-Closing Complexity and Risk: The Rise of Contingent Consideration in Private M&A Deals

M&A deals look a lot different today than they did 10 to 20 years ago. Far greater complexity has caused post-closing contingencies to increase exponentially, which has increased the burden on selling stockholders as they try to hit their targets and to avoid liability. read more

State Internet Use Taxes: Amazon v. Colorado

SRS’ Paul Koenig wrote a post on peHub about a week ago regarding recent Colorado legislation that requires companies selling into Colorado to file paperwork with the State to assist with collecting use taxes. In that post, we questioned the steps Amazon took in reaction to the legislation. read more

Amazon Shrugs in Colorado

The reaction of Amazon.com to Colorado’s new law regarding sales tax nexus and use tax reporting are on a peHub blog post by SRS’ Paul Koenig. read more

Really Cool Idea

First Round Capital recently announced that it is setting up an exchange fund that allows its portfolio company entrepreneurs to take some of their equity and exchange it for an interest in a pool that consists of equity interests in First Round’s portfolio companies generally. In other words, rather than having all of your eggs in one basket, you can take a small portion of your stock and get some diversification by getting an interest in a fund that presumably will somewhat track First Round’s overall performance. read more

On the Seventh Night of Hanukkah, My True Love Gave to Me

Congratulations to Dan Urbano, SRS’ multi-talented director of product management, his wife, Becky, and son, Clayton, on the birth of their daughter and sister, Kaitlyn Jean Isabelle. Weighing in at six pounds at 7:41pm on December 17, 2009, Dan reported that Kaitlyn was born after only 10 minutes of labor. read more

Nothing Says Holidays Like Queen Elizabeth Getting Her Groove On

Venture Capital Dispatch, the Wall Street Journal’s blog about high tech start-ups and their investors, had a great review of “e-cards” featuring SRS’ 2009 holiday greeting. For the second year, SRS worked with John Schnall of Quality-Schnallity to provide the market with some fun holiday cheer. read more

The Key to Maximizing Fund Performance – Effective Time Management

The latest edition of NVCA Today, the online newsletter of the National Venture Capital Association, features an article written by SRS’ founder and Managing Director, Paul Koenig. Every one is looking for more time and Paul points out an non-obvious source for venture capitalists. read more

Top VC List Announced

AlwaysOn, with research help from Morgan Stanley and the 451 Group, released a list of their assessment of the top 100 individual VCs based on estimated total number and dollar amounts of M&A and IPO exits. AlwaysOn admits that they did not have full information and that they likely left off some people who probably should have made the list, but it’s still an interesting read. read more

Thanks ~ Giving

At SRS | Shareholder Representative Services, we have so much to be thankful for. While we know that 2009 was a difficult year for many, it was a banner year in the development of our company. read more

Bringing Down the Fund: How One VC Almost Made the Multi-Million Dollar Mistake of a Lifetime

This article was originally posted on peHUB on July 21st. It also appeared in the September issue of VC Journal. read more

No Open Source = Not an Option

Tech startups have been using open source software for years, but it’s so prevalent now that virtually every company with source code has incorporated some amount of open source code into it. In the M&A context, the realities of open source are forcing the reps and warranties in mergers to change. read more

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