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Paul Temple – A Man We Will Miss

Paul Temple, skilled attorney, treasured AlphaTech colleague, and dear friend, died unexpectedly on August 23, 2021.

Paul Temple, skilled attorney, treasured colleague, and dear friend, died unexpectedly on August 23, 2021. His considerable professional gifts were a boon to his clients, and a blessing to those he mentored. We here at AlphaTech already miss his ready smile, his sardonic wit, and steady confidence as we struggle to accept life without Paul.

We are fortunate that Paul made such an impact on all of us, and left us so many fond memories to serve as a balm during this time. He was sincerely proud of our accomplishments together, and wanted the world (or at least everyone on State Street in Madison) to know what we achieved. So much so, he surprised us all by renting out the marquee at The Orpheum Theater to celebrate AlphaTech’s 10th anniversary. Paul was also fiercely loyal both to his friends and to every cause he believed in. His loyalty was steadfast, even when it was unwise, like the time that Paul unfortunately, albeit proudly, wore a Chicago Cubs jersey, hat, and Cubs shorts (somehow!) to a Brewers game. Paul was also a loving father and husband. We readily recall the sheer joy on Paul’s face after his son was born.  We also admired how he fulfilled a life-long dream of obtaining his pilot’s license and occasionally took some of our more adventurous team members on private flights.  We will forever miss the passion that he displayed for life and as an advocate and mentor for the companies with whom he worked as an attorney.

We are lucky to have had Paul in our lives, to know him, and to be known by him. His absence is a gap that cannot be filled. We are grateful to his wife, Molly, and his son, Jack, for letting him share his days with us. Our deepest sympathies to his parents, Steve and Mary Ann, to Molly’s parents, Tom and Diane, and to Molly’s sister, Allie.

We certainly don’t have a monopoly on Paul stories. We would appreciate your sharing of any anecdotes, memorable experiences, and photos of Paul at PTempleMemorial@gmail.com.  From the submissions, we plan to put together a memory book to share with Jack and Molly.

In lieu of flowers or gifts, if you would like to share your thoughts directly to the family, Molly has requested that you send messages to rememberingpaultemple@gmail.com, or if you would like to make a donation in Paul’s honor, feel free to do so for one of the organizations listed in Paul’s obituary (https://www.ryanfuneralservice.com/obituary/Paul-Temple).

Paul’s family is planning a memorial service in Madison, sometime in late September. There will be some ability to participate remotely in the service.  We will post more details when they become available.

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Company Sale Structure Considerations

In this AlphaTakes video, Matt Storms discusses the common considerations that drive the decision on how to structure a company sale transaction.

Here are the key takeaways from this video:

  1. The most common considerations that affect the transaction structure for the sale of a privately held emerging company are taxes, assignment of contracts, seller shareholder approval, transfer of licenses and permits, ability to exclude certain assets or liabilities, and simplicity.
  2. Which factors are important are often deal specific.
  3. While no transaction structure is right for all deals, an asset sale transaction is used most frequently in privately held emerging company sales.

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AlphaTakes – Structures for a Company Sale Transaction

In this AlphaTakes video, Matt Storms discusses the most common types of deal structures for a company sale transaction.

In this AlphaTakes video, Matt Storms discusses the most common types of deal structures for a company sale transaction.

Here are the key takeaways from this video:

  1. There are a variety of ways to structure a company sale transaction.
  2. The most common types of deal structures are an asset sale, stock sale, and merger.
  3. The most common types of merger structures are a direct merger, a forward triangular merger, and a reverse triangular merger.
  4. Making a sale transaction tax free is often complex.

 

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AlphaTakes – The Basics of Capitalization Tables

In this AlphaTakes video, paralegal Macy Stoneback provides a brief summary of the capitalization table (“cap table”) for an emerging technology.

Here are the key takeaways from this video:

    (1) The cap table shows the outstanding equity of the company as of a given date, broken down by shareholder and equity type.

    (2) Officers refer to cap tables often when considering issuing equity to employees, advisors, and others.

    (3) A pro forma cap table can be prepared to see how shareholders and option holders are affected by actions like adding shares to the stock incentive pool, raising a round of financing

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AlphaTakes – Most Common Types of Securities Issued in Investor Financings

In this AlphaTakes video, Matt Storms discusses the most common types of securities issued in investor financing of privately held emerging technology companies. Since most emerging technology companies are organized as corporations due to investor requirements, he is going to focus on the types of securities issued by corporations.

Here are the key takeaways from this video:

    (1) Common stock is the base form of security issued and is typically sold to founders and friends and family.

    (2) Convertible debt is the most frequently used security in between priced financing rounds.

    (3) Convertible preferred stock is the security of choice for angels and institutional investors.

    (4) Other forms of securities include convertible equity and preferred stock without a conversion feature.

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AlphaTakes – Anti-Dilution Provisions

In this AlphaTakes video, Matt Storms discusses anti-dilution provisions in investor transactions involving an emerging company.  He outlines the different types of anti-dilution protection provisions that are typically negotiated and how they commonly impact the company.

Here are the key takeaways from this video:

    (1) Anti-dilution provisions contain rights in which the company provides some level of downward price adjustment to the holders of the rights in the event that the company sells securities at a lower price

    (2) The two most common types of anti-dilution provisions are full ratchet and weighted average, with weighted average being used in the overwhelming majority of circumstances

    (3) The exceptions or carveouts to the anti-dilution adjustments can be important in negotiating anti-dilution provisions