Stubbs Alderton & Markiles client BillGO, a B2B payment engine, has announced its acquisition of Prism, an award-winning app that has already paid $1B in bills on behalf of its customers. This will yield a considerable boost to BillGO’s real-time payments (RTP) biller network. BillGO will leverage Prism’s existing network of over 11,000 billers for its customers, widening their already significant lead in the bill payments industry – providing the most advanced eBills (statements) and bill presentment platform.
BillGO constantly creates and innovates past what exists. That drive powers the BillGO team to relentlessly advance payment systems to accelerate speed, efficiency, and security. BillGO provides a simple integration into any existing system that gives payment providers access to a faster, proven bill payments engine. Learn more: https://www.billgo.com/.
Stubbs Alderton & Markiles’ client AllTrails, an online database of curated digital outdoor maps, has received a significant investment from Spectrum Equity, in connection with Spectrum’s acquisition of a majority stake in the Company, to help accelerate product development, add more trail content around the world and grow the Company’s user base. AllTrails was advised by Stubbs Alderton & Markiles while GP Bullhound served as financial adviser. Spectrum Equity was advised by Latham & Watkins. Financial terms of the transaction were not disclosed.
AllTrails helps people explore the outdoors with the largest collection of detailed, hand-curated trail maps as well as trail reviews and photos crowdsourced from its community of over 9 million hikers, mountain bikers and trail runners. AllTrails has the #1 Outdoors app for iOS & Android with more than 12 million mobile downloads and reaches 44 million people each year through alltrails.com, the App Store and Google Play.
For more information visit www.alltrails.com
Stubbs Alderton & Markiles client Cloud Logistics, a leading innovator of transportation management systems, was acquired by E2 Open, a provider of cloud-based, on-demand software for supply chains. E2open with Cloud Logistics will offer a unified supply chain platform, providing visibility, collaboration, planning and execution for an extensive network of global trading partners.
Cloud Logistics provides the newest generation of transportation management solutions for the global supply chain market. Cloud Logistics’ TMS offers a modern, intuitive user experience to simplify carrier selection load tendering, communication, visibility, payment, and reporting, even offering same-day TMS. Our solutions make the complexities of order collaboration, communication, and international transportation management fast, simple and beneficial for companies of any size. The offering includes a unique user experience, customizable alerts, social technology for business, and a mobile application designed specifically for drivers.
For more information visit www.gocloudlogistics.com.
For more information about our Mergers and Acquisitions practice area contact Sean Greaney at firstname.lastname@example.org
Stubbs Alderton & Markiles, LLP client Quintron Solutions, a central California-based A/V integrator, and communication systems manufacturer, was acquired by Solutionz, Inc., a Fernandez Holdings (“FHI”) portfolio company. Quintron’s manufacturing division, government contracts, and resources will help expand both companies’ ability to design, build, and manage technology deployments for existing and future customers.
About Quintron Systems, Inc: Since 1970 Quintron has provided high technology and cost-effective solutions to government and industry in support of mission critical communications for command and control requirements. In addition to providing advanced products and systems, Quintron’s professional technical service capability provides a superior level of customer satisfaction. Quintron’s engineering services provide off-the-shelf, requirements-driven solutions, or a customized combination to solve the toughest of challenges facing customers. Quintron delivers systems that meet or exceed customer expectations. For more information please visit: www.quintron.com
Stubbs Alderton & Markiles client Malauzai, a provider of mobile and Internet banking solutions for community financial institutions, has been acquired by Finastra, a fintech company that builds and deploys next generation technology on an open software architecture the company developed and a cloud system.
Stubbs Alderton attorney John McIlvery has represented Malauzai since its inception through acquisition, demonstrating how SA&M creates and builds relationships with its clients throughout their evolutionary path. Other attorneys participating in the transaction included Caroline Cherkassky and Kelly Laffey.
About Malauzai Software Malauzai was incorporated in 2010 in response to the growing demand for a technology company that could provide innovative mobile solutions for community financial organizations. As a cool company in a cool town with a focus primarily on community financial institutions, Malauzai provides consumer and business digital banking that enhance the customer experience for mobile and Internet banking, ultimately resulting in increased value for financial institutions.
Stubbs Alderton & Markiles’ client Alpine Pacific Capital was a minority investor in Arable Capital Partners’ acquisition of Farmington Fresh Cuts, a processor of fresh sliced apples, oranges, pears and other packaged fruits. Farmington will merge with Fresh Innovations, which is also backed by Arable.
Stubbs Alderton attorney representing Alpine Pacific Capital is Marc Kenny.
About Alpine Pacific Capital
Alpine Pacific Capital is a private equity firm focused on acquiring closely-held, profitable businesses located primarily in the Western Region of the U.S. The firm understands the unique needs of smaller private companies and possesses the necessary infrastructure, experience and vision to help build enduring value.
Stubbs Alderton & Markiles’ client INTAC Actuarial Services, which provides administration of employer-sponsored retirement plans for about 3,000 small and mid-sized companies, their owners, key executives and employees, has announced that it has been acquired by Ascensus, a technology-enabled solutions provider that helps more than 8 million Americans save for the future.
Stubbs Aderton & Markiles and the Preccelerator Program are proud to announce the launch of their Startup Superhero Video Series – featuring SA&M Attorneys, Preccelerator Mentors, and entrepreneurs on topics specific to entrepreneurship and lessons learned throughout the journey.
This week we’re featuring Stubbs Alderton & Markiles attorney Marc Kenny on “Selling Your Business.”
Marc Kenny is a partner at Stubbs Alderton & Markiles, LLP. Marc’s practice focuses on mergers and acquisitions, joint ventures, private securities offerings, cross-border transactions, and other strategic transactions representing private equity funds, independent sponsors, family offices as well as public and private corporations.
Speaker: Marc Kenny
Moderator: Heidi Hubbeling
Heidi: Talk to me a little bit about your background, how you got to be in mergers and acquisitions and private equity. Also, how you came to be with the firm.
Marc: Sure, I have been practicing for a little over twenty years, specializing in mergers and acquisitions, representing private equity funds, financial sponsors, family offices, corporate strategic and a range of transactions, both here in LA, London and in Silicon Valley. I came to the firm recently after working at another large firm over the years.
Heidi: One of the things we are going to talk about today is with mergers and acquisitions on the seller side, we are going to talk about the ins and outs of that. What are some of the preliminary considerations that a business needs to think about when they go to sell their business.
Marc: I usually start when I meet with an owner who’s interested in selling. I usually start with a series of questions to understand a little more about how they are approaching the process. I ask them “why are you interested in selling?” “Do you intend to stay with the business after the sale?” “Can the business operate efficiently without you? If not, why not?” “What gaps do you have in managing the team?” “Are there family members or members of the management team who want to continue in the business after the sale?” On the operational side I also ask them, the financial history of the firm over the past 3-5 years of what their growth prospects are going forward. If there is customer concentration, I ask them about that. If they are in a regulated space I ask them regulatory issues they have had over the past few years. Going forward, what kind of regulatory issues they see having in their horizon.
Heidi: It’s a complicated process, a lot of people don’t quite understand. It’s not like selling personal property or your home. Can a business do this alone? Or do they need a team to back them up?
Marc: Yes, selling your company is a process that is complicated and intense – I often say it’s a marathon that feels like a sprint. The challenge for a business owner is to run an effective sales process and at the same time managing its business. Don’t jeopardize the business because you have been distracted on the sales process. A way for them to do that is two things: one is they have to assemble an internal team at the company – a small group that you can rely on and have confidence in to work with you on the sales process and at the same time. The goal is for you to keep running your business. The better your business grows during this process the more leverage you have with the buyers. In order to do that, you have to hire outside business advisors. Particularly, outside advisors that have done lots of M&A transactions. Second, you’d be well advised to hire external advisors who regularly work on M&A transactions. You need an investment banker, accounting firm, wealth management advisor. For all involved in a sale, it’s important to seek the advice of a wealth management advisor, investment banker – not only will a great banker get you in front of the right prospective buyers (strategic or financial), they’ll also be able to create a story that corresponds with your historical financial performance with your potential for future growth. And then law firms again, you may have used law firms for real estate, company contracts, but you need to have lawyers who are adept in M&A transactions.
Heidi: Internally what should these businesses do to prepare themselves. Both the owners as well as the team to prepare themselves for this kind of transaction.
Marc: The goal is to become “transaction ready” before engaging with the buyers. By “transaction ready” I mean you have looked both at the good, the bad, the ugly with your business. You should be very honest with yourself about the business, as financial, then as legal, etc. Really the reason for that is if you provide accurate information, to position correctly with your buyer, you will increase the confidence with your prospective buyers and increase the value of your company. We recommend “sell side” due diligence to basically start as if you were the buyer and you start with your management team and the external counsel or advisors, you start going through the due diligence list. Make sure that all the intellectual property in the business you own, that material customers contracts are all in order and they are not due to be terminated soon, that all regulatory issues have been resolved, confirm you have proper documentation for all stock issuances and equity grants. Again, it is a very exhausting process and that is the reason why you need to have external advisors to help you through the process to help you focus on your business.
Stubbs Alderton & Markiles’ Partner Greg Akselrud contributed a chapter to Peter Csathy’s new book Media 2.0(18) on Investments and Mergers & Acquisitions. The chapter entitled “Tech & Digital Media Investment and M&A- Issues to Be Considered on Both Sides” was featured on CREATV Media’s Digital Media Update.
Greg Akselrud is a founder and partner of the Firm and a member of the Firm’s Executive Committee. He chair’s the Firm’s Internet, Digital Media and Entertainment Practice Group. Greg advises a wide range of public and private clients across a number of industries, including companies in the entertainment, digital media, Internet, technology, consumer electronics and apparel industries. Greg is an Adjunct Professor of Law at Loyola Law School, Los Angeles, teaching Business Planning I: Financing the Start-Up Business and Venture Capital Financing. Greg is the author of Hit Man: The Fourth Circuit’s Mistake in Rice v. Paladin Enters., Inc., 19 Loy. L.A. Ent. L.J. 375 (1999).
UCLA School of Law
385 Charles E. Young Drive East
Los Angeles, CA 90095-1476
Located in UCLA’s back yard, the Silicon Beach economy is exploding. This inaugural conference will explore the legal and policy issues faced by more than 500 tech startups, incubators and accelerators as well as companies like Snap. Attend the conference to understand the issues critical to this burgeoning hub of entrepreneurship in West LA and the beach cities of Santa Monica, Playa Vista and Venice.
The Silicon Beach Conference will address three important areas all with a focus on the businesses we see here: governance, financing and acquisitions. Our governance panel will look at various structural approaches, including dual class stock structures. The financing panel will explore the SEC’s pro-IPO initiatives as well as the emerging Initial Coin Offering debate. Finally, the panelists will look to the LA and Silicon Beach acquisitions market and how to support and grow M&A in Silicon Beach.
Opening Remarks Joel Feuer, UCLA School of Law
Corporate Governance and Founder Control Ken Bertsch, Council of Institutional Investors
David Berger, Wilson Sonsini Goodrich & Rosati Caroline Cherkassky, Stubbs Alderton & Markiles
Chris Shoff, Latham & Watkins
Moderator: Stephen Bainbridge, UCLA School of Law
Financing of Start-Ups and Emerging Growth Companies Lona Nallengara, Shearman & Sterling Nick Hobson, Cooley Philippa Bond, Proskauer Adam Ettinger, Sheppard, Mullin, Richter & Hampton Moderator: James Park, UCLA School of Law
Silicon Beach Acquisitions: Legal and Business Issues David Hernand, Paul Hastings
Brandon Quartararo, Intrepid Investment Bank
Andrew Erskine, Orrick
Moderator: Iman Anabtawi, UCLA School of Law