Dealmaking with Laura DiFrancesco

Buying and selling a business takes a lot more legal council than you think. In this episode of Dealmaking with Laura DiFrancesco,, Laura explores the critical role of mergers and acquisitions attorneys in business transactions, especially in the age of AI. Whether you're a buyer or seller, understanding when and why to hire specialized legal counsel can save you from costly mistakes and ensur...

Most companies overlook one of their most valuable assets during a deal: their digital assets. In this eye-opening episode, Laura DiFrancesco reveals the hidden complexities and security risks involved in transferring digital assets during mergers and acquisitions. Discover the types of digital assets that can make or break a deal, and learn best practices for managing account security and legal c...

Thank you for joining us on today's episode of Dealmaking With Laura DiFrancesco! In this episode, Laura goes through the ins and outs of seller financing and if it is right for you. To start we get a general overview of what it really is and why someone might want to use it. Then we take a look at the benefits and risks, along with the structure of it. To finish, we go through how to determin...

Thank you for tuning into this week’s episode of Dealmaking With Laura DiFrancesco. In today's episode, you will learn about the process of structuring a business. Starting with the overall basic structure, and then reviewing payment, transition planning, negotiating, and tax considerations. Tune in next time for another episode on buying and selling small businesses.  What You’ll Learn Overal...

Thank you for joining us on another episode of Dealmaking with Laura DiFrancesco! On today’s episode, we went through the basics of franchise transfers in small deals. We reviewed the importance of the role of the franchisor, the transfer fees to expect, how to stay on top of brand standards and approvals, commonly seen risks, and the best practices for a better experience. Join us in another two...

Thank you for joining us for another episode of Dealmaking with Laura DiFrancesco. On today’s episode, we take a look at Laura’s favorite part of Dealmaking: negotiating! Laura initially got into law to become an entrepreneur, and what really made her love it was the negotiation side of it all. She guides us through the role negotiation plays within deals, how to prepare for one, what strategies y...

Thank you for joining us for another episode of Dealmaking With Laura Difrancesco! On today’s episode, Laura discusses all of the necessary legal documents when it comes to selling a business. Starting with the importance of the documents themselves, then reviewing initial documents and due diligence. Laura then goes into some real-world examples to conclude. Tune back in next time for more knowle...

Thank you for joining Dealmaking with Laura DiFrancesco. For our 50th episode, Laura shares one key takeaway from each episode so far. All episodes are linked below so you can explore what stands out. Join us in two weeks for more insights on buying and selling small businesses. What you’ll learn Ep 1 : Buy a business that fits your life. Ep 2 : Choose structure early. Ep 3 : Financing shapes term...

Thank you for tuning into another episode of Dealmaking with Laura DiFrancesco ! In today’s episode, we discussed how to best prepare a small business for sale. When preparing to sell, many factors come into play, including timing the sale to maximize profit while aligning with your personal goals, as well as legal and financial readiness, operational preparation, and improving marketability. Laur...

Thank you for tuning into another episode of Dealmaking With Laura DiFrancesco! Whether you’re selling a business or buying a business, it is really important to understand the change of control and anti-assignment provisions; because not only will they drive your deal structure, but they’ll ultimately drive your timeline, third party consents that are needed, and complexity of the transaction. Co...

Thank you for tuning into another episode of Dealmaking With Laura DiFrancesco! In today's episode, we discuss what it is like to experience an investor-backed ETA deal. We go through the basics of what it entails, the different types of investors, the benefits, challenges, and tradeoffs. We then close off with who best fits this model and when to decide if you are ready to start this journey....

Thank you for joining us for another episode of Dealmaking With Laura DiFrancesco! In today’s episode, we go over what to expect when acquiring a family owned business. First, finding out the details of who is making all the decisions behind the scenes, then understanding what they want to maintain with the business going forward, and most importantly building trust. Come back in two weeks to see...

Thank you for tuning in for another episode of Dealmaking with Laura DiFrancesco! On today’s episode, Laura goes into the process of acquiring a government business. The most important thing is knowing the details of the contracts, and having a legal team by your side the whole way through will help tremendously. Also knowing exactly what business you are getting into is super important because yo...

Thank you for joining us on today’s episode of Dealmaking with Laura DiFrancesco! In this episode we discussed the general timeline of buying a business. Although there are many factors into the length of time it takes to close a deal, Laura is able to give a solid idea of what to expect. She also goes into detail about what those different factors are. Laura then goes through the different phases...

Thank you for joining us for another episode of Dealmaking With Laura DiFrancesco! We had a technical issue with our camera during this recording, so bair with us this episode!  In today’s episode we go through how you can make your post closing as smooth as possible, and how we play a role in that as your legal team. Most people think that once the deal is closed, everything is ready to go, but t...

Thanks for joining us for another episode of Dealmaking with Laura DiFrancesco! Today Laura discusses what her relationship and communication looks like with Dean Street Law clients. To start, Laura goes into general expectations, like the preferred methods of communication and when to reach out. She then goes through how being proactive is a key aspect of working with Dean Street Law. To close ou...

Choosing the right law firm for you and your business is the first step to a successful transaction! Thank you for joining us for another episode of Dealmaking with Laura DiFrancesco! Today we go through an overview of what it is like to work with Laura’s law firm, Dean Street Law. First, Laura goes over her journey into starting her company. Then we get a better idea about what it is like to work...

Thank you for tuning into another episode of Dealmaking with Laura DiFrancesco! Today we covered what the fundamentals of a search fund look like, including how they operate, the phases involved, and the responsibilities of both searchers and investors. Laura emphasizes the importance of aligning interests between searchers and investors, discussing the ethical and legal obligations that come with...

Welcome back to another episode of Dealmaking with Laura DiFrancesco! In this episode, Laura covers some important factors to consider when buying a healthcare business. To start she goes into the different types of healthcare businesses, including nursing homes, pharmaceutical companies, telehealth services, and more. She then goes into the importance of human resources, how public policy can hav...

Thank you for joining us for another episode of Dealmaking with Laura DiFrancesco! In today’s episode, Laura interviews Rebecca Kay, managing partner at PIC Operating group, about building value through strategic operations. During the interview, Rebecca gives her unique perspective on becoming an entrepreneur, emphasizing the importance of creating your own journey and aligning operations with pe...

In this episode of the Deal Making with Laura DiFrancesco podcast, Laura walks listeners through the essential but often overlooked phase of every acquisition: post-closing legal processes. Drawing from a recent year-long transaction handled by her team at Dean Street Law, she breaks down how transition planning, deal structure, legal obligations, third-party consents, operational priorities, and...

Welcome back to the Dealmaking with Laura DiFrancesco Podcast! In this episode, Laura  delves into the intricate legal aspects of buying and selling manufacturing businesses, discussing the complexities involved in these transactions, including the asset-heavy nature of manufacturing, the importance of intellectual property, environmental considerations, real estate and financing options, the sign...

Episode Description In this episode, Laura DiFrancesco discusses the importance of non-compete agreements in business transactions, particularly in mergers and acquisitions. She explains how these agreements protect the buyer's interests by preventing the seller from competing post-sale. The conversation also touches on the evolving landscape of non-competes in employment relationships, especially...

In this episode of the Dealmaking with Laura DiFranceco podcast, Laura discusses rollover equity in the context of recent SBA changes. She explains the differences between rollover and retained equity, the perspectives of buyers and sellers, and the implications of the new SBA requirements. The conversation also covers negotiation strategies for terms related to rollover equity and the importance...

What is an escrow and what is a holdback? In M&A transactions, there’s a lot of terms that you need to know. In this episode of Dealmaking with Laura DiFrancesco, Laura teaches you exactly what escrows and holdbacks are. Defining the terms, explaining the mechanics, and highlighting the importance of  clarity in deal terms, emphasizing how negotiation leverage and risk management play signific...