Transaction Talk

Recognized for its energy and diversity, Boston's M&A market stands out as one of the most active in the world. Joining Eric and Jennifer on the show today is senior broker Jonathan Zsittnik from Transworld Boston. With over 15 years of experience completing successful transactions, from small business sales to large mergers and acquisitions, Jonathan brings a wealth of insight to the table. Today, he'll walk us through a real-life business sale: a 30-year-old asbestos company in the Boston area. From preparing the retiring owners to closing the deal, he breaks down the entire process and shares how he helped them achieve their goals. Be sure to start listening now to learn more from Johnathan Zsittnik today on Transaction Talk! Key Points From This Episode: An introduction to what listeners can expect from today's episode. Who is Johnathan Zsittnik? How Johnathan approaches initial conversations and goal setting with clients. A real-life example of conversations with the sellers of the asbestos business. Diving into the details about how he valued the business. What he means by the quality of earnings and the factors that can influence it. How the sellers navigated the process of sorting through the multiple buyer options. Next steps and what they discovered in the due diligence. Contracts in place and what that means: asset versus stock sale. Johnathan's thoughts on what made the process smooth from beginning to end. Aftermath of the sale and what it currently looks like for the seller. Johnathan shares his tip of the day. Tip of the Day: Enter a deal in good faith, align early on what matters most to both sides, and save the finer details for when you draft the purchase agreement. Links Mentioned in Today's Episode: Johnathan Zsittnik Johnathan Zsittnik Phone Number: +1 978-472-4385 Johnathan Zsittnik on Email Johnathan Zsittnik on LinkedIn Johnathan Zsittnik on X Jennifer Fox on LinkedIn Eric Sigman on LinkedIn Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.

All businesses experience some seasonality, but what sets the sale of a seasonal business apart from a typical transaction? Joining the podcast is Aaron Fox, Managing Director of Transworld Boston, and partner to host Jennifer Fox, to break down "The Seasonal Sale" and what makes these deals unique. They walk through a real-life seasonal sale, explain why annual financials are critical for valuation, and explore how to manage transition periods effectively. He shares thoughts on what it might look like to buy or sell during a busy season and unpacks one of the highest strategic acquisitions they see. The conversation also covers how lenders approach seasonal businesses and why the type of buyer can significantly influence the outcome. For more insights—and Aaron's tip of the day—tune in now. Key Points From This Episode: An introduction to our guest today, Aaron Fox. What makes the process of selling a seasonal business different from a regular business. He unpacks what a seasonal business is and shares an example of a transaction where a seasonal business was part of the deal. Annual pictures for the valuation of seasonal business. How to handle seasonal business transition periods. His thoughts on selling (or buying) a business in the middle of the busy season. How lenders view seasonal businesses and why they look at the annual picture. Whether the type of buyer affects the outcome of a seasonal business sale. A level of seasonality and seasonal implications is present in almost all businesses. He unpacks one of the highest strategic acquisitions that they see. Dealing with the potential uncertainty and unpredictability of seasonal businesses. Why buyers and sellers need to know they're buying the future but paying on the past. How to contact Aaron Fox. A recap of the episode on buying and selling seasonal businesses. Tip of the Day: Cash flow is king—keep clean books, prepare monthly financials, and be ready to clearly show and document your cash flow! Links Mentioned in Today's Episode: Aaron Fox Transworld Boston Aaron Fox Phone Number — +1 (781) 773-8922 Aaron Fox on Email Jennifer Fox on LinkedIn Eric Sigman on LinkedIn Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.

Are you a business owner considering a sale but want to explore all your options? Then this episode of Transaction Talk is for you! Today, we dive into the world of Employee Stock Ownership Plans (ESOPs) with Mary McCooe, a Corporate and Benefits Lawyer from Maselan & Jones. As a specialist in ESOPs, financing transactions, and a wide range of employee benefits issues, Mary brings a wealth of expertise to the conversation. Join us to learn what an ESOP is and why a business might choose one over other options. We'll explore how ESOPs function as retirement plans, unpack the concept of beneficial ownership, and break down vesting components. Mary also discusses the advantages of being ESOP-owned, the various legal areas associated with these transactions, the importance of a strong management team, and other crucial considerations for business owners. This episode is an insightful guide to understanding all things ESOPs. Don't miss out—start listening now! Key Points From This Episode: We introduce today's guest, Mary McCooe. What is an ESOP anyway? Why businesses would choose to sell to an ESOP rather than a private buyer. How ESOPs work as a retirement plan for employees. A small distinction: selling to the ESOP for the benefit of the employees. Beneficial ownership of a company and what that means. Mary breaks down the vesting component of ESOPs. What happens when employees leave an ESOP-owned company. The advantages of a company being ESOP-owned. Her thoughts on why every company isn't already an ESOP-owned company. The various areas of law associated with ESOP transactions. Why having the right team is essential. We dive further into the advantages of being ESOP-owned. Why it's beneficial for business owners: the succession plan. The importance of having management teams in place. Mary describes her role on the ESOP team. Other ESOP considerations for business owners. How these transactions are financed. The ideal size for ESOP company success. Tip of the Day: If you are considering selling your business, learn about what an ESOP is. Spend some time talking to somebody who is knowledgeable about ESOPs and consider whether it's the right option for you. Links Mentioned in Today's Episode: Mary McCooe on LinkedIn Mary McCooe at Maselan & Jones Mary McCooe on Email Mary McCooe Phone Number: +1 617 310 6567 Jennifer Fox on LinkedIn Eric Sigman on LinkedIn Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation, either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.

Negotiation isn't just a skill; it's a strategy that can make or break your next big deal! Today on Transaction Talk, we are joined by senior business advisor at Transworld Business Advisors, Bill Luce, to discuss the art of negotiation. From defining what negotiation really is to explaining why preparation is key, Bill walks us through the negotiation methods every business owner should master. We dive into some powerful tactics, such as setting an extreme anchor and staying silent before discussing the importance of listening and keeping emotions at bay. Bill also highlights the value of showing understanding, being cautious of artificial deadlines, and always getting everything in writing! You don't want to miss this one! Key Points From This Episode: Welcoming Bill Luce to this episode of Transaction Talk. What negotiation is and why it's so important to understand it. The importance of preparing for a negotiation and how to do it. Why setting an extreme anchor is a good negotiation tactic. The worst thing that can happen in a negotiation: getting emotional. Why you need to (really) listen to the other person when negotiating. The power of showing understanding towards the other party. A reminder to be wary of artificial deadlines set in negotiations. Bill outlines the most common mistakes people make when negotiating. Key takeaways: thinking outside the box and making sure everything's in writing! Tip of the Day: Negotiating a deal? Get it in writing! A handshake won't hold up in court, but a clear, written agreement protects your time, money, and peace of mind. Links Mentioned in Today's Episode: Bill Luce on LinkedIn Bill Luce Email Address Transworld Business Advisors Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.

Estate planning is a vital component for all business owners, and today, we unpack everything you need to know about estate planning for your business. We are joined by Neil Cohen from RS Law LLP (previously Regnante Sterio LLP), an AV-rated firm bringing a collaborative approach to legal representation in order to provide comprehensive and efficient legal services. Neil is an estate planning attorney for business succession planning, probate administration, and complex and simple estates, and he begins our conversation by defining estate planning and explaining why it's essential for all businesses. Then, we explore the differences between a will and a trust, what it means to avoid probate, why setting up a will or trust should be your top priority, and how estate planning informs succession planning. We also uncover the consequences of not having a will or trust when incapacitated during a sale as a business owner, why many procrastinate on their estate planning, why a healthcare proxy matters, and where spouses fit into the various components of estate planning. To end, Neil shares the Tip of the Day and we learn how to connect with him and his work. Key Points From This Episode: Neil Cohen defines estate planning and explains its importance for businesses. Why Massachusetts leans heavily on irrevocable trusts. The difference between a will and a trust, and what it means to avoid probate. Why setting up a trust should be one of your non-negotiables. Protecting business owners: How estate planning informs succession planning. The consequences of an owner being incapacitated during a sale without a will or trust. When business owners should start their estate planning and tips for keeping it updated. Why procrastination reigns: Common obstacles that prevent estate planning. Understanding how often you should review your estate plan. The ins and outs of the healthcare proxy and its importance and where spouses fit in. How to connect with Neil Cohen. Tip of the Day: Start Early! Estate planning can start even before you have kids or own a business. The only way to falter is by not starting at all, and because none of us can predict the next moment, the best time to start is now. Links Mentioned in Today's Episode: Neil Cohen on LinkedIn Neil Cohen Email Neil Cohen Phone Number: 781-246-2525 ext. 241 RS Law LLP (Regnante Sterio LLP) Jennifer Fox on LinkedIn Eric Sigman on LinkedIn Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation, either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.

Artificial intelligence is changing the way businesses operate, but do you know how to use it responsibly? Today on Transaction Talk, we're joined by Adam G. Gutbezahl, an AI thought leader in the legal field, litigation attorney, and author of the CHATAdamG newsletter, a monthly digest of AI trends shaping the legal landscape. In our conversation, Adam breaks down how AI tools, especially large language models (LLMs), are being used in business and the legal risks they pose. From the dangers of AI-generated misinformation to increasingly convincing phishing scams, he shares examples of AI misuse and how companies can protect themselves. We also discuss why every business should have an AI policy in place and how leaders can ensure their employees use AI responsibly. Whether you're excited by AI's potential or wary of its risks, this episode will equip you with the knowledge you need to navigate AI with confidence! Key Points From This Episode: An overview of how we use AI every day, from autocorrect to ChatGPT. Why AI's output depends on the quality of the data it is trained on. How to instruct Large Language Models (LLMs) like ChatGPT for optimal results. The risks of using AI without proper oversight. Suggestions on how to responsibly use AI as a tool for efficiency. What companies can do to safely navigate the AI landscape. Why businesses should seriously consider hiring a Chief Technology Officer (CTO). How a CTO and AI policy can help protect you against potential harm. Adam's predictions for the future of AI and how to set your business up for success. Tip of the Day: AI is a powerful tool, but like any tool, it works best when you understand how to use it. Don't be afraid to ask questions and admit what you don't know. Taking the time to learn first will save you from costly mistakes down the road! Links Mentioned in Today's Episode: Adam G. Gutbezahl, Esq. on LinkedInFind Adam at 255 State Street, 7th Floor | Boston, MA 02109 Call Adam direct at 617-570-3502 or on his cell at 508-649-4216 Contact his office at 617-742-4200 or fax him at 617-742-2355 Email Adam at agg@riw.com Ruberto Israel & WeinerSign up for the CHATAdamG Newsletter Jennifer Fox on LinkedIn Eric Sigman on LinkedIn Transaction Talk Disclaimer: The material on this site may be considered advertising under the rules of the Supreme Judicial Court of Massachusetts. This site is solely for informational purposes and provides general information only. Nothing on this site should be construed as legal advice or consultation either generally or in a particular case. Neither the receipt nor the distribution of materials constitutes the formation of an attorney-client relationship.