DESCRIPTION
I Want Out, Too: Russian Roulette/Stand-off & Tag-along Rights in Business Transactions
A client investment in an operating business, particularly a minority stake, is only as good as its liquidity. If a client cannot readily sell his or her ownership stake at fair market value, it has little real value. The key to ensuring liquidity is contractually creating a private market for the ownership stake. This market can come in the form of requiring other stakeholders, including the majority owner, to buy the minority stake at a mutually agreeable price, or creating other mechanisms for selling the stake to third parties. Without these contract rights, a stakeholder has no liquidity and is stuck. This program will provide you with a practical to planning and drafting contractual liquidity rights in closely held companies.
- Planning and drafting liquidity rights in closely held companies
- Counseling clients about the limitations and risks of liquidity in closely held companies
- Framework of alternatives for determining most appropriate liquidity rights
- “Texas standoff” or “Russian roulette” – opportunities, risks and tradeoffs
- Drafting “tag-along” and “drag-along” rights – practical uses and drawbacks
- How to think about valuing closely held ownership stakes
Speaker:
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.
Disclaimer: All views or opinions expressed by any presenter during the course of this CLE is that of the presenter alone and not an opinion of the Oklahoma Bar Association, the employers, or affiliates of the presenters unless specifically stated. Additionally, any materials, including the legal research, are the product of the individual contributor, not the Oklahoma Bar Association. The Oklahoma Bar Association makes no warranty, express or implied, relating to the accuracy or content of these materials.