WHAT I DO: I help entrepreneurs, solopreneurs, and small business owners protect their brands and businesses, allowing them to protect their business, grow their customer base, and do what they do best. . . run their business. 

HOW I DO IT: I do this by advising my clients on legal structuring, and tax planning and helping my clients form business entities to protect their assets. 

WHY IT WORKS: When a business owner forms their legal entity and has lawyer-approved contracts with their employees, contractors, and vendors, the business can operate with confidence and purpose. In turn, this positions the business as a legitimate company ready to serve its customer base. Separation of personal and business provides authority and legitimacy. 

WHO I WORK WITH: I’ve worked with businesses of all sizes, new start-ups, companies with 5-50 employees, and Fortune 1000 Corporations. I provide clear, actionable ideas using my relatable approach to business formations and tax planning.

READY TO TALK? Reach out to me directly here on LinkedIn or visit my website www.joshualowenthal.com

 Areas of Practice: Business Formations / Tax Controversy / Tax Planning / Tax Structuring / Corporate Governance / Mergers & Acquisitions 

Social Links
•	Website: www.joshualowenthal.com
•	X: www.x.com/joshualowenthal

Josh Lowenthal

One of the most hotly contested areas of a transaction is reps and warranties.

Unlike buying a house where you can see the defects, the loose shingles, the missing brick, the water damage, when buying a business you don't have the same flexibility.

Enter reps & warranties.

Reps and warranties are statements of fact, made by both parties, that form the foundation of a purchase agreement. The seller represents that the business is what they say it is: accurate financials, no undisclosed liabilities, no pending litigation, employees properly classified, taxes filed and current.

If a rep turns out to be wrong, the consequences survive closing.

Indemnification is the mechanism that gives teeth to reps and warranties — meaning the seller may owe the buyer back for losses tied to a breach.

Typically, we negotiate the survival period for reps and indemnification to run somewhere between 12 and 24 months past closing. Sometimes longer.

Most sellers assume closing is the finish line. Legally, it's not.

Understanding which reps are worth fighting for and which ones you can accept and move on from is critical to keeping a deal moving toward closing.

Lawyer ⚖️ | 💰Tax Planning | 🚀M&A | Helping you build your business empire by acquiring your next SMB.

Most buyers negotiate deal price.

Almost none negotiate deal structure.

That's backwards.

The structure of a transaction, equity vs. asset sale, has real tax implications and can be used as leverage throughout the negotiation.

Know the difference before you sign the LOI.

Managing Partner @ Peak Business Valuation | CPA, ABV, AM, CMEA | SBA Business Valuation

Ryan Hutchins is a Managing Partner at Peak Business Valuation, LLC, a national firm that provides business valuations, equipment appraisals, feasibility studies, and quality of earnings for small businesses. Ryan holds the CPA, ABV, AM, and CMEA credentials, which demonstrate his proficiency and expertise in accounting, valuation, and equipment appraisals.

Ryan's core competencies include performing SBA 7(a) loan business valuations, secondary opinions for partnership buyouts and business acquisitions, and gift and estate valuations. 

He is passionate about helping people understand the value of a business, whether they are looking to buy, sell, or grow a business. 

He leads a team that delivers over 1,100 business valuations and over 150 equipment appraisals a year, with a focus on quality, accuracy, and customer satisfaction. 

Ryan is also an investor and a published photographer, which showcase his entrepreneurial spirit and creative vision.

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Josh Lowenthal

Ryan Hutchins, CPA, ABV, AM-BV, CMEA 📌SBA Business Valuation Rockstar💥

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taplio

The Battle

Josh Lowenthal

Ryan Hutchins, CPA, ABV, AM-BV, CMEA 📌SBA Business Valuation Rockstar💥

Followers

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Performance Score.css-goub6s{font-size:var(--chakra-fontSizes-md);font-weight:500;color:var(--chakra-colors-gray-600);display:block;margin-top:var(--chakra-space-1);}Josh Lowenthal's LinkedIn Performance

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