Blog of Intellectual Capital

If you spent the last year in sweatpants at home, it’s time to consider your wardrobe choices for a return to work. Inc. by Lauren A. Rothman – @styleauteur http://styleauteur.com

As more Covid-19 vaccines are being distributed, the reality of getting dressed for re-entry into the world is on our collective minds.

Will our “real” clothes still work or is it time to shop?

In 2020, I was helping my styling clients create Zoom capsule wardrobes to maintain a sense of executive presence while working virtually and supporting their teams. As the year progressed, screen fatigue set in and fractured dressing became the norm; flattering tops visible by camera paired with sweatpants off-screen. Now as we eye returning to the office, some people are excited to dress up and update their wear-to-work wardrobes while others hope elastic waists never go out of style.

Keep in mind, the evolution of what we wear to work often reflects global trends. In the early 2000s, Casual Fridays were a reaction to a rise in Silicon Valley dress culture of hoodies and jeans. It took years for the rest of the country to adopt a five-day-a-week business casual dress code and, even then, some of the most conservative industries such as banking, politics, and law never truly embraced a dress-down culture.

That said, here are a few predictions and suggestions for what to expect of your (and your co-workers’) wardrobe as you return to your workplace.

Get Ready for Elevated Casual

I believe post-pandemic dressing will accelerate a new category and give rise to ‘elevated casual’ in companies as some continue to lead from home and others choose to go into offices. Not to be confused with standard casual, athleisure or loungewear, elevated casual will be a worthy investment category of dress and will become the new business casual of the 2020s.

Elevated causal is a hybrid of the traditional business casual dress code and a more casual, loungewear-inspired style of dress. Think monochromatic dressing and structured clothing paired with cozy-chic basics. Blazers for men and third pieces for women will be deconstructed (as in, no extra shoulder padding), fashion-forward (bold colors and fits), and fabrics will embrace the comfort needed to move from day to night.

My clients are seeking a sense of personal identity as they start stocking their closets for spring with pieces that signal optimism, strength, approachability, and fun. At the top of their what-to-wear-to-work lists in 2021: bold new glasses, patterned tops, updated pants (some that just pull on!), stackable jewelry, comfortable and stylish shoes.

Dress Codes Will Be Re-written

Professional presence remains important but priorities will shift into a personal sense of self and style as a tool to boost confidence. Moving forward, we’ll need clarity from companies on dress code expectations both virtually and in-person. Business formal will continue to be a dress code in traditional industries: government and political attire is a perfect example of a mode of dress that has not slackened due to the pandemic.

However, on internal-facing days, even our civil servants and politicians have questions on parameters of dress and some dress codes may allow for some slack. Men might not need a jacket and tie and women may forego heels and clingy sheath dresses. We are all excited to some degree to “show up” again, but many may be too drained post-pandemic to maintain our enthusiasm for it long-term.

Relaxing and rewriting dress codes to reflect the times is important and founders can survey their teams when considering the right guidelines for your own workplace. Keep in mind the image expected from your clients, investors, and public and don’t lose sight of the factors influencing your professional (yet comfortable) style choices.​

It’ll Be a Slow Return

We are ready to be seen again and emerge from the pandemic. While some may crave a ‘roaring twenties’ dress-up culture, the reality is that most will need baby steps for successful and stylish re-entry into a conference room.

It is time to rediscover our reasons to get dressed. Customization will have a new place in our style identities and we will decide if dressing up happens twice a week for office visits or once again becomes sustainable for the entire work week.

Either way, freshen up your mask selection and be sure to add mask chains (a unisex necklace to help keep your mask handy) to your shopping list.

Read Full Post »

Sit down…..relax….take some time to remember what you were doing at this time in your life…… 

This is both unbelievably wonderful & sad. I never knew what all the lyrics meant but now it is clear. This was brilliantly written. 

For those that grew up in the 50’s & 60’s, you will enjoy this: & those of you that didn’t, you will see what you missed 

Enjoy 

What an incredible piece of work. Follow the lyrics closely together with the photos. They synchronize beautifully to explain each verse.

Although Don McClean only released the song in 1971, for those of us who grew up in the 50’s and 60’s

this is a great piece with some very poignant moments in the history of those times.

And for those of you who did not, it’s a taste of what you missed.

I knew that “American Pie” was the name of the plane in which Buddy Holly, Richie Valens and The Big Bopper were killed when it crashed in 1958 – and I knew the chorus about music dying on that day. I have listened to American Pie for many years and I thought I understood what was being sung but now realize that I only got very little of it.

However, when the words are put together with pictures and film clips the song takes on a new meaning

It took a lot of thought to produce this and it brings back lots of memories and also makes the lyrics really come alive!

Those were the days, and some of us were very fortunate to grow up during that period of time.

Those of you who are younger please enjoy and try to understand…….It was a different and better(?) time!!!!

click on the link below: 

Meaning of American Pie by Don McLean (w/lyrics)

Read Full Post »

Terminating/Restructuring Prohibitive Real Estate, License, Payables & Contingent Liabilities

Gerbsman Partners has been involved with numerous national and international equity sponsors, senior/junior lenders, investment banks and equipment lessors in the restructuring or termination of various balance sheet issues for their technology, life science, medical device, cyber security, solar and cleantech portfolio companies.

These companies were not necessarily in crisis, but had cash (in some cases significant cash reserves) and/or investor groups that were about to provide additional funding. In order to stabilize their Go-Forward-Plan and maximize cash resources for future growth, there were specific needs to address Balance Sheet and Contingent Liability issues as soon as possible.

Some of these areas where Gerbsman Partners has assisted, these companies have been in the process of termination, restructuring and/or reduction of:

Prohibitive Executory Real Estate Leases, Computer and Hardware-related Leases and Senior/Sub-debt Obligations

Gerbsman Partners was the “innovator” in creating strategies to terminate or restructure prohibitive real estate leases and senior and sub-debt obligations.

To date, we have terminated or restructured $810 million of such obligations for private and public companies, and which has allowed them to return to financial viability.

Accounts/Trade Payable Obligations

 Companies in a crisis, turnaround or restructuring situation typically have account and trade payable obligations that become prohibitive for the viability of the company on a go-forward-basis. Gerbsman Partners has successfully negotiated mutually beneficial restructurings that allowed all parties to maximize value based on the reality or practicality of the situation.

Software and Technology-related Licenses

As per the above, software and technology-related licenses need to be restructured/terminated in order for additional capital to be invested in restructured companies. Gerbsman Partners has a significant, successful track record in these areas.

About Gerbsman Partners

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in underperforming, undercapitalized and undervalued companies and their intellectual properties. Since 2001, Gerbsman Partners has successfully maximized the values of 112 companies in a wide and diverse spectrum of industries. In the process, GP has successfully restructured/terminated over $810 million of real estate executor contracts and equipment lease/sub-debt obligations, and has assisted in over $2.3 billion of financings, restructurings and M&A transactions.

Gerbsman Partners has offices and strategic alliances in Boston, New York, Washington DC, McLean VA, San Francisco, Orange County, Europe and Israel.

Read Full Post »

Advantages of ‘Date-Certain M&A Process over Standard M&A’

Every venture capital investor hopes that all his investment will succeed. The reality is, however, that a large percentage of venture investments eventually are shut down.

In the extreme they end in bankruptcy or assignment to creditors. The majority falls into the category of the “living dead.” Such companies are not complete failures, but their prospects do not justify continued investment, yet they are rarely shut down quickly.

Once reality has been recognized, most investors engage investment bankers to sell their investment off through prevailing M&A processes. Unfortunately, seldom with good results.

REASON #1

The main reason for that sad result is a fundamental misunderstanding of buyer psychology. In general, buyers act quickly and pay the highest price only by force of competitive pressure.

Potential buyers of the highest probability are those already familiar with the company for sale, such as competitors, existing investors customers and vendors. Once a sales process starts the seller is very much a diminishing asset. Both financially and organizationally.  Unless compelled to act, potential buyers simply start to draw out the process, submit a low-ball offer when the seller runs out of cash, or try to pick up key employees and customers at no cost.

REASON #2

The second reason is usually a misunderstanding of the psychology and methods of investment bankers.

Most investment bankers do best at selling “hot” companies. Companies whose value is perceived by buyers to be increasing quickly over time, and where there are multiple bidders.

They tend to be more motivated and work harder on such cases because transaction sizes –and resulting commissions– are larger and surrounding publicity can bring in new assignments, among others. They also tend to be more effective in maximizing value in such situations by using time to their advantage, pitting buyers against each other and setting very high expectations.

In a situation where time is not your friend, the actions of standard investment banking practices often make a bad situation much worse. Such actions include assigning less experience B-Teams to smaller transaction size cases, “playing out the process” which works against the seller, and pitting multiple players against each other which can drive away potential buyers who often know far more about the seller than does the banker.

 

THE GERBSMAN PARTNERS ‘DATE-CERTAIN’ M&A PROCESS

The most effective solution in situations where time is not on your side is a Date-Certain Merger and Acquisition Process.

Under this proprietary process, the company’s board of directors hires a crisis management/private investment banking firm (‘advisor’) to wind down business operations in an orderly fashion and to maximize the value of their intellectual properties and tangible assets. The Advisor works closely with board and corporate management to:

Focus on Control, Preservation and Forecasting of CASH

Develop a Strategy/Action Plan and Presentation to Maximize Value of Assets.

Plans to include Sales Materials, Due Diligence access. a list of all possible Interested Buyers for Intellectual Properties and Assets and Identify and Retain Key Employees on a go-forward basis.

Stabilize and provide Leadership, Motivation and Moral to all Employees.

Communicate with the Board of Directors, Senior Management, Senior Lender, Creditors, Vendors and all other Stakeholders in Interest.

 

THE PROCESS:

The company attorney prepares a simple “As-Is/Where –Is” asset sale documents. This document is very important and includes a “No-Reps or Warrantee” Agreement, as the board, officers and invertors typically do not want any additional exposure on a deal.

The advisor then follows up systematically with ALL potentially interested parties and coordinates their interactions with company personnel, including on-site visits.

Typical terms for a Date-Certain M&A asset sale exclude representations and warranties and include a sales date –typically four to six weeks – from the point of readying sales materials for distribution, a refundable CASH deposit in the range of $200,000, a strong preference for cash consideration and with the ability to close a deal in seven business days.

Date-Certain M&A terms can be varied to suit needs unique to given situations. For instance, the board may choose not to accept any bids, or to allow re-bids if there are multiple competitive bids, and/or allow early bids.

The typical workflow timeline from advisor hiring to transaction close and receipt of consideration is four to six weeks. Such timelines may be extended as circumstances warrant. Upon receipt of considerations, the restructuring/insolvency attorney then distributes funds to creditors and shareholders (if there is sufficient consideration to satisfy creditors), and takes all needed steps to wind down the remaining corporate shell. Typically in coordination with the CFO.

 

PROCESS ADVANTAGES:

Speed:   – The entire Date-Certain M&A Process can typically be concluded in 4 to 6 Weeks. Creditors and investors receive their money quickly. A negative PR impact on investors and board members related to a drawn out process is eliminated. Where required, such timelines can be reduced to as little as two to three weeks, however severely compressing the process often impacts the final value received during asset auction.

Reduced Cash Requirements:  – Owing to the Date-Certain M&A process’ compressed turn-around time, there is a significantly reduced need for any additional investor cash to support the company during the process.

Maximized Value:  – A quick and effective process during wind-down mode minimizes strain and rapid asset depreciation and thereby preserves enterprise value. The fact that an auction will occur on a certain date typically brings truly interested and qualified parties to the table. In our considerable experience, this process strongly aids in maximizing the final value received.

Cost:  – Advisory fees consist of a retainer and a performance fee, which is a percentage of the sales proceeds.

Control:  – At all time during the process, the board of directors retains complete control. For instance, it can modify the auction terms, or discontinue the auction at any point, thereby preserving all options for as long as possible.

Public Relations:  – As the entire sales process is private, there is no public disclosure. Once closed, the transaction can be portrayed as a sale of the company with all terms kept confidential. Accordingly investors can list the company in their portfolios as sold vs. having gone out of business.

A Clean Exit:  – Upon closing of the auction, considerations received are distributed and the advisor, under the leadership of the insolvency counsel, then takes all remaining steps to effect an orderly shut-down of the remaining corporate entity.

 

About Gerbsman Partners

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in underperforming, undercapitalized and undervalued companies and their intellectual properties. Since 2001, Gerbsman Partners has successfully maximized the values of 112 companies in a wide and diverse spectrum of industries, ranging from technology, life science, medical device, digital marketing, consumer to cyber security, to name only a few.

Since inception in 1980, Gerbsman Partners has successfully restructured/terminated over $810 million of real estate executory contracts and equipment lease/sub-debt obligations, and has been involved in over $2.3 billion of financings, restructuring and M&A transactions.

Gerbsman Partners has offices and strategic alliances  in San Francisco, Orange County CA, Boston, New York, Washington  DC, Mc Lean VA,  Europe and Israel.

 

Read Full Post »

 

Successful ‘Date-Certain M&A’ of Ravenna Pharmaceuticals, Inc., additional Intellectual Property assets

Gerbsman Partners is pleased to announce the successful completion of maximizing the value of additional intellectual properties at Ravenna Pharmaceuticals, Inc.

Due to market conditions and trends, the Board of Directors made the strategic decision to maximize the value of its intellectual properties.

Gerbsman Partners – led by Steven R. Gerbsman, Principal and Kenneth Hardesty (CEO in Residence)– provided the Board of Directors with financial advisory leadership through its proprietary ‘Date-Certain M&A Process’,facilitated the sale of the company’s Intellectual Property and the closing of the sale.

Specifically, Gerbsman Partners provided leadership with:

1. Business consulting and investment banking domain expertise in developing strategic action plans.

3. Implementing its proprietary ‘Date-Certain M&A Process’ in order to maximize value of Ravenna Pharmaceuticals intellectual properties.
4. “Managing and guiding the process” among potential acquirers, lawyers, advisors, as well as all stakeholders of interest.

About Gerbsman Partners

Gerbsman Partners focuses on maximizing enterprise value for stakeholders and shareholders in underperforming, undercapitalized and undervalued companies and their intellectual properties. Since 2001, Gerbsman Partners has successfully maximized the values of 112 companies in a wide and diverse spectrum of industries, ranging from technology, medical device/life science, digital marketing to cyber security, to name only a few.*

In the process, GP has successfully restructured/terminated over $810 million of real estate executory contracts and equipment lease/sub-debt obligations, and has assisted in over $2.3 billion of financings, restructurings and M&A transactions.*

Gerbsman Partners has offices and strategic alliances in San Francisco, Orange County, Boston, New York, Washington DC, McLean, VA, Europe and Israel.

*For further information on Gerbsman Partners expertise and industry experience, please request our company profile here

 

Read Full Post »