Archive for year: 2013
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By Donna Gehrke-White
December 31, 2013
No South Florida bank went under in 2013 and earnings reports were robust throughout the banking sector. That’s good news, and there’s more to come in 2014, with a healthier banking sector freer to lend more to both businesses and consumers.
“Things are getting better,” said Richard Brown, chief economist of the Federal Deposit Insurance Corp. that last oversaw the closing of a South Florida bank in October 2012 when Tamarac‘s First East Side Savings Bank went under.
“The real estate market turned on a dime,” he said.
That helped banks trying to unload foreclosed properties while it kept some homeowners from dropping over the edge into foreclosure, FDIC’s Brown said.
While conditions still aren’t up to pre-recession levels, South Florida banks are much healthier than they were in the dark days when the entire state led the nation in bank closings in 2010, according to Brown and FDIC spokesman David Barr.
“The banking industry has made an unbelievably quick rebound in South Florida,” said Raul Valdes-Fauli, president and CEO of South Florida-based Professional Bank. “So much so, that I fear we may have missed a few steps and might be setting ourselves up for another downturn.
“We all need to be cognizant of that.”
Still, his bank increased its “loan books 45 percent in the past 12 months,” Valdes-Fauli said. “The bank overall has grown in 2013, and we project healthy growth for next year, too.”
Many other South Florida banks have been growing. Boca Raton-based First Southern Bank, for example, expanded into downtown Fort Lauderdale’s financial district in May to cater to small businesses.
Overall, the number of bad loans continued to drop at South Florida banks, said Karen Dorway, president of the Coral Gables-based research company, Bauer Financial.
“We are very optimistic,” about an even better year ahead, she said.
Her company gave its highest award of five stars to several South Florida banks — including the largest, Miami Lakes-based BankUnited — and the newest — Broward Bank of Commerce — that opened its doors in 2009 in Fort Lauderdale. Broward Bank was the state’s No. 1 success story in lending to small businesses, with the help of federal money, according to a U.S. Treasury report published in October.
In December, BankUnited was named among the top 10 banks in the country, ranked as No. 8 by Forbes. It also was named the top-performing, publicly-owned mid-sized bank in America by Bank Director magazine.
“South Florida has really led Florida out of the recession. We expect it to get better,” Kanas said in an interview. “We see continued improvement in the South Florida market.”
Part of the bank’s expected growth will be in new accounts and giving out more loans, he said.
New commercial loans at BankUnited, including real estate loans and leases, grew to $4.5 billion in the third quarter that ended Sept. 30, jumping about 20 percent — or $762 million.
Since September, BankUnited has continued its upward lending, giving out in December, for example, a $60 million loan that will reduce costs and free up money for ongoing improvements to the Lauderdale Marine Center in Fort Lauderdale, a 50-acre boatyard and marina, one of the nation’s largest.
“We’ll grow loans probably in excess of a billion dollars over a quarter,” Kanas said. “We expect to see dramatic growth.”
South Florida’s economy should grow more in 2014 as other banks increase their lending to businesses, said South Florida banking analyst Ken Thomas.
That will help add more jobs to the area as companies get the money to expand, he said.
Regulations on commercial lending haven’t tightened as much as they have on mortgages, Thomas added. That’s more of an incentive for banks to focus on lending to small businesses, although Thomas expects them also to give out more mortgages.
Local banks should also make more profits in 2014 as the Federal Reserve raises interest rates. “We know rates are going up,” Thomas said. “That’s even better news for banks’ spreadsheets” as the banks will make more money from new loans’ higher interest payments, he said.
Still, South Florida banks aren’t at their healthiest pre-recession level, he and other analysts said. That may take another two years or so.
“The banks in South Florida are in pretty good shape but there are a handful that could use a little help,” said James Cassel, chairman and co-founder of Cassel Salpeter & Co., an independent South Florida investment banking firm.
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By James S. Cassel
December 31, 2013
No matter what size or type of business you own, your success depends largely on the people who comprise your team. The decisions you make in all phases of the employment cycle — recruiting, hiring, training, retaining, evaluating, and promoting, laying off or firing — are critical.
Based on my experience over the years helping middle-market business owners, I believe that they often don’t give the necessary attention to many basic principles. Employment decisions are often made by the wrong people, at the wrong time, for the wrong reasons, and without the proper considerations. Here’s some practical advice I have found helpful.
Recruiting, interviewing and hiring. This process begins before you even look at the first résumé. First, you should identify what characteristics you need in your prospective hires and carefully determine who within your firm should become involved in the process of creating job descriptions, screening résumés and conducting interviews. While the CEO of a mid-size firm may not be directly affected by a bad entry-level hire, such a hire might create tremendous burdens for other team members.
Southwest Airlines famously hires for attitude and trains for skills. Despite the company’s ongoing success, other firms often underestimate the importance of personality of potential employees. Consider conducting a well-regarded personality test (such as the Myers-Briggs Type Indicator) at some point in the recruitment process. You can conduct these internally or use an outside provider. Who conducts the interview is important, but who conducts the test is not as important.
The hiring process can be an even trickier proposition for family-owned businesses — especially when it involves making decisions like going beyond the bloodline to bring in the best candidates at senior levels. Automaker Ford was managed on and off again by Ford family members until 2006, when the company made the strategic decision to bring in Alan Mulally, a former executive with Boeing, as Ford’s president and CEO. Although these decisions might be difficult for some families, such moves can bring great value to the businesses. In the case of Ford, the hiring of Mulally has been largely credited with returning Ford to profitabilityand avoiding bankruptcy.
Training. Although training is vital to employee retention and business growth, it is often overlooked by many middle-market business owners who are focused too tightly on day-to-day operations. Consider exploring options like online courses or sending employees to outside conferences for training. You can also bring trainers in house on a contract basis.
Larger companies may have access to more comprehensive resources that enable them to train internally. Technological solutions such as MindTickle that gamify and socialize employee training can keep businesses of any size competitive.
However, while game-style technological solutions may be useful for training entry-level staff members, they may fail to stimulate more senior executives or encourage them to stay at the leading edge of their fields. Therefore, it’s helpful to identify high-level industry conferences and events where upper-level management may connect with their peers and get inspired from the nexus of knowledge.
Workplace: Inspiring and training your employees is great, but employees also want good working conditions, compensation and benefits. More than ever, job applicants are looking beyond salary and are paying attention to the fine print related to health insurance, 401(k) plans, paid vacations and other provisions. Unfortunately, many businesses fail to provide competitive benefits packages because they don’t have the in-house human resources departments necessary to manage these benefits as well as the costs. Options like professional employer organizations that outsource human resources administration, payroll, benefits administration and other functions can enable middle-market businesses to provide the same or better benefits to their employees as larger companies — and do so at more reasonable costs.
Evaluating. Continuously examine your team all the way up the ladder, from the entry-level to the C-suite. Incentivize strong performance and enforce training to respond to sub-par performance. In so doing, you can reap maximum productivity out of your team long after the initial hiring.
When it becomes clear that a bad hire has been made or you have a problem with an employee, it’s to everyone’s benefit — including the employee’s —to end the relationship as soon as possible.
James Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment banking firm with headquarters in Miami. www.casselsalpeter.com
HOLLYWOOD, Calif., Dec. 19, 2013 /PRNewswire/ — Frederick’s of Hollywood Group Inc. (OTCQB: FOHL) (the “Company”) announced that it has entered into a definitive merger agreement that provides for the acquisition of the Company by a group consisting of HGI Funding LLC, a wholly owned subsidiary of Harbinger Group Inc., and certain of the Company’s other common and preferred shareholders (the “Consortium”). The members of the Consortium as a group beneficially own approximately 88.6% of the Company’s common stock. The acquisition will be accomplished through FOHG Holdings, LLC (“Holdings”), an entity controlled by the Consortium that was formed for the purpose of the transaction.
Under the merger agreement, the Company’s shareholders who are not members of the Consortium will receive $0.27 per share in cash upon completion of the transaction. The price represents a premium of 50% to the closing price of the Company’s shares onSeptember 27, 2013, the last trading day before the announcement by the Consortium of its proposal, and a premium of 46% over the average closing price of the Company’s common stock for the 45 trading days prior to that date.
The Company’s board of directors delegated to its lead independent, disinterested director the authority to review the initial transaction proposal from, and negotiate terms of the proposal with, the Consortium, with the assistance of legal and financial advisors. The lead director completed a thorough review of the proposal, considered alternatives, negotiated improved terms of the Consortium’s proposal and concluded that the transaction with the Consortium was fair to and in the best interests of the Company’s shareholders other than the members of the Consortium. Based on the recommendation of the lead director, the merger agreement was also approved by the full board other than William Harley and Thomas Lynch, who recused themselves from the deliberations.
In addition, in connection with the execution of the merger agreement, the Company and Holdings entered into a new employment agreement with Thomas Lynch, chief executive officer of the Company, which will take effect only upon the consummation of the merger. Under the new employment agreement, Mr. Lynch agreed to continue to serve as chief executive officer for three years following the merger.
Completion of the transaction is subject to certain customary conditions, including receipt of shareholder approval. The merger agreement must be approved by the affirmative vote of the holders of at least two-thirds of all outstanding shares of the Company’s common stock. If completed, the transaction will result in the Company becoming privately-held and its common stock will no longer be quoted on the OTCQB.
Further details concerning the merger agreement and related documents, including the employment agreement with Mr. Lynch, will be described in a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission.
Cassel Salpeter & Co., LLC is acting as financial advisor to the lead director in connection with the transaction. Graubard Miller is acting as legal advisor to the Company. Milbank, Tweed, Hadley & McCloy LLP is acting as legal advisor to HGI Funding LLC.
Additional Information and Where to Find It
In connection with the transaction, the Company will file a proxy statement with the SEC. Shareholders are advised to read the proxy statement when it is available because it will contain important information. Shareholders will be able to obtain a free copy of the proxy statement when available and other relevant documents filed with the SEC from the SEC’s website at www.sec.gov, or by directing a request by mail to Frederick’s of Hollywood Group Inc., 6255 Sunset Boulevard, Hollywood, CA 90028, or from the Company’s corporate website at www.fohgroup.com.
The Company and certain of its directors and officers may, under the rules of the SEC, be deemed to be “participants” in the solicitation of proxies from its shareholders that will occur in connection with the transaction. Information concerning the interests of the persons who may be considered “participants” in the solicitation is set forth in the Company’s proxy statements and its Annual Report on Form 10-K, as amended by its Form 10-K/A, previously filed with the SEC, and will be set forth in the proxy statement relating to the transaction when the proxy statement becomes available. Copies of these documents can be obtained, without charge, at the SEC’s website at www.sec.gov, by directing a request to the Company at the address above, or from the Company’s corporate website at www.fohgroup.com.
Forward Looking Statement
Certain of the matters set forth in this press release are forward-looking and involve a number of risks and uncertainties. These statements are based on management’s current expectations or beliefs. Actual results may vary materially from those expressed or implied by the statements herein. Among the factors that could cause actual results to differ materially are the following: competition; business conditions and industry growth; rapidly changing consumer preferences and trends; general economic conditions; working capital needs; continued compliance with government regulations; loss of key personnel; labor practices; product development; management of growth, increases in costs of operations or inability to meet efficiency or cost reduction objectives; timing of orders and deliveries of products; risks of doing business abroad; the ability to protect our intellectual property; satisfaction of the various conditions to the closing of the transaction contemplated by the merger agreement; and the other risks that are described from time to time in the Company’s SEC reports. The Company is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise.
About Frederick’s of Hollywood Group Inc.
Frederick’s of Hollywood Group Inc., through its subsidiaries, sells women’s apparel and related products under its proprietary Frederick’s of Hollywood® brand through 112 specialty retail stores, a catalog and an online shop at http://www.fredericks.com/. With its exclusive product offerings including Seduction by Frederick’s of Hollywood and the Hollywood Exxtreme Cleavage® bra, Frederick’s of Hollywood is the Original Sex Symbol®.
Our press releases and financial reports can be accessed on our corporate website at http://www.fohgroup.com.
This release is available on the KCSA Strategic Communications Web site at http://www.kcsa.com.
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By Donna Gehrke-White
December 20, 2013
Forbes named South Florida-based BankUnited, which expanded into New York this year, as one of the top 10 banks in the country.
BankUnited moved up this year from Forbes’ tenth spot to #8 this year, noted bank spokeswoman Mary Harris. “We were really excited about that,” Harris said.
It was the only Florida bank in the top 10 list. Other top banks are based in California, Illinois, Massachusetts, Texas, Hawaii and Missouri.
Forbes listed BankUnited as having $14 billion in assets while enjoying an almost 12 percent return on total equity. Only 0.5 percent of its loan portfolio was non-performing.
The bank has had a swift turnaround since the Federal Deposit Insurance Corp. took it over in 2009 during the Great Recession and appointed new owners led by longtime banking executive John Kanas and Palm Beach billionaire Wilbur Ross.
The FDIC took over much of BankUnited’s bad loans, allowing the new owners — “excellent management” — to focus on improving the bank’s performance, said James Cassel, chairman and co-founder of Cassel Salpeter & Co., an independent South Florida investment banking firm.
In four years, BankUnited, which now is based in Miami Lakes, has added branches in Florida; this year it moved into New York with branches established in Manhattan, Long Island and Brooklyn. It has 39 branches in Broward and Palm Beach counties.
John Kanas, BankUnited chairman, president and CEO, said the bank will be loaning more in 2014 as it adds deposits. On Monday, BankUnited announced it had closed on a $60 million loan to refinance the Lauderdale Marine Center in Fort Lauderdale.
“We expect to see dramatic growth,” Kanas said.
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By Sarah Pringle
December 19, 2013
More than 19 months after hitting the auction block and managing to steer clear of another bankruptcy, Frederick’s of Hollywood Group Inc. has agreed to be taken private in a deal that values the once-flourishing lingerie company at almost $11 million.
A consortium, comprised of New York hedge fund Harbinger Group Inc. subsidiary HGI Funding LCC and other common and preferred shareholders, has agreed to acquire the outstanding shares not already owned by the group for $0.27 a share, Frederick’s revealed on Thursday.
The agreement represents a 50% premium over Frederick’s closing price of $0.18 on Sept. 27, the day before the consortium made its initial $0.23 per share offer.
The group, which together holds 88.6% of Frederick’s common stock, will essentially be paying just $1.2 million for the approximately 4.5 million shares it doesn’t currently own. The agreement values Frederick’s at about $10.6 million.
Frederick’s, based in Hollywood, Calif., had already effectively handed control of the company over to Harbinger Group earlier this year, when an affiliate of HGI Funding, Five Island Asset Management LLC, acquired its Series B convertible preferred stock for $10 million.
Frederick’s, which was formed in 1947 by the creator of the pushup bra, Frederick Mellinger, put itself on the block on May 7, 2012, when it hired Allen & Co. LLC as financial adviser to evaluate its options after receiving a number of inquiries related to various transactions.
Less than two years earlier, Frederick’s had initiated a strategic review for its wholesale unit Movie Star Inc., which was ultimately sold to Dolce Vita Intimates LLC on Oct. 28, 2010, for an unknown price.
The outlook for Frederick’s still wasn’t looking very optimistic about two months ago, when, on Oct. 25, Mayer Hoffman McCann PC expressed substantial doubt about the company’s ability to continue as a going concern.
The accounting firm pointed to the once-bankrupt company’s recurring losses and negative cash flows from continuing operations, as well as its working capital and a shareholders’ deficiency.
As of Oct. 26, Frederick’s had cash and cash equivalents of just $250,000, while total debt amounted to about $24.9 million. The company has posted losses during 13 of the past 14 quarters, most recently reporting a $7.28 million loss for the first quarter ended Oct. 26.
Still, Frederick’s shareholders seemed to be enthused by the intimate apparel retailer’s latest attempt to turn the company around, which has failed over the past several years to keep up with others in the space including its mainstream rival Victoria’s Secret, which operates as part of L Brands Inc., formerly known as Limited Brands Inc.
Shares, trading on the over-the-counter market under the symbol FOHL, advanced about 30.7% midday on Thursday to $0.26, from $0.20 the previous day. Shares have climbed about 44.4% since the day prior to the consortium’s initial offer on Sept. 27.
Thursday’s agreement, which requires shareholder approval representative of at least two-thirds of the company’s outstanding stock, calls for Frederick CEO Thomas Lynch to continue serving as chief executive for three years following the merger.
Though Frederick’s appears to have escaped bankruptcy for now, that wasn’t the case 13 years ago. Frederick’s declared Chapter 11 on July 3, 2000, and on Jan. 7, 2003, the reorganized company emerged from bankruptcy controlled by a secured lender group headed by Crédit Agricole Indosuez. At the time, it had $65 million in assets and $70 million in debt.
It wasn’t until Jan. 29, 2008, that Frederick’s began trading as a public company on the New York Stock Exchange as it completed a reverse-stock merger with Movie Star and FOH Holdings Inc., its parent company at the time. Frederick’s was eventually delisted by the NYSE because of non-compliance with stockholders’ equity requirements.
Still, the lingerie company remains far from the value it once was, with a market capitalization of just $7.9 million as of Dec. 18. On Sept. 15, 2009, the company was worth about $64.93 million, representing its highest value over the last five years.
Miami-based Cassel Salpeter & Co. LLC’s James Cassel is providing financial advice to Frederick’s on the transaction, while Paul Lucido and Eric Schwartz of New York-based Graubard Miller are serving as legal advisers.
HGI Funding retained Milbank, Tweed, Hadley & McCloy LLP as legal adviser.
Leading National Independent Investment Banking Firm to Support Bioheart With Raising Capital Among Other Activities
MIAMI — Dec. 23, 2013 — Bioheart, Inc. (OTCQB: BHRT), a biotechnology company focused on the discovery, development, and commercialization of autologous cell therapies, has entered into an investment banking agreement with Cassel Salpeter & Co. as its exclusive financial advisor in connection with investment banking matters. Among other activities as part of the 24-month agreement, Cassel Salpeter will help Bioheart raise capital.
“Bioheart has great potential and technology that can be commercialized with the right partners and capital,” said James Cassel, chairman and co-founder of Cassel Salpeter, a national independent investment banking firm that provides advisory services to middle-market and emerging growth companies. “We look forward to helping the Bioheart team identify and evaluate various financial opportunities and strategic relationships.”
Bioheart has been treating patients with cell therapy since 2001 and continues to lead the field with ground breaking trials and results. Bioheart’s MyoCell therapy has been successfully administered to hundreds of patients. Bioheart is the first company to receive clearance from the FDA for a Phase I study (REGEN trial) using a combined cell and gene therapy product (MyoCell-SDF-1). In addition, Bioheart has successfully utilized adipose derived stem cells in a variety of indications since 2006.
“Cassel Salpeter’s team has an impressive track record spanning more than 50 years that includes successfully handling numerous capital-raising transactions and providing advisory services to companies in a full spectrum of industries,” said Mike Tomas, Bioheart’s president and CEO. “The firm also has extensive knowledge of Florida’s entrepreneurship ecosystem and has assisted many small and middle-market public companies in the state.”
About Cassel Salpeter & Co.
Cassel Salpeter & Co. is an independent investment banking firm that provides advice to middle-market and emerging growth companies in the U.S. and worldwide. Together, the firm’s professionals have more than 50 years of experience providing private and public companies with a broad spectrum of investment banking and financial advisory services, including: mergers and acquisitions; equity and debt capital raises; fairness and solvency opinions; valuations; and restructurings, such as 363 sales and plans of reorganization. Co-founded by James Cassel and Scott Salpeter, the firm provides objective, unbiased, results-focused services that clients need to achieve their goals. For more information, visit www.casselsalpeter.com. Member SIPC & FINRA.
About Bioheart Inc.
Bioheart Inc. is committed to maintaining its leading position within the cardiovascular sector of the cell technology industry delivering cell therapies and biologics that help address congestive heart failure, lower limb ischemia, chronic heart ischemia, acute myocardial infarctions and other issues. Bioheart’s goals are to cause damaged tissue to be regenerated, when possible, and to improve a patient’s quality of life and reduce health care costs and hospitalizations.
Specific to biotechnology, Bioheart is focused on the discovery, development and, subject to regulatory approval, commercialization of autologous cell therapies for the treatment of chronic and acute heart damage and peripheral vascular disease. Its leading product, MyoCell, is a clinical muscle-derived cell therapy designed to populate regions of scar tissue within a patient’s heart with new living cells for the purpose of improving cardiac function in chronic heart failure patients. For more information on Bioheart, visitwww.bioheartinc.com, or visit us on Facebook: Bioheart and Twitter @BioheartInc.
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By James S. Cassel
November 17, 2013
When transitioning businesses to their family members, many business owners are surprised to come face-to-face with something they never expected to surface in their families: the ugly side of business. Beyond the serious financial consequences and other damages that can hurt their businesses, previously harmonious families can be torn apart, often irreconcilably. In my experience, I have seen a lot, and I can tell you much of this can be avoided by taking the right steps in advance.
Many business owners think their families are above all this — they don’t need to develop succession plans or to put systems in place because everyone “loves each other” and “things will naturally fall into place.”
I saw a previously harmonious family get torn apart by animosity after the father left the business to his children without leaving any kind of voting trust or shareholder agreement. Ultimately, the one child who had been actively involved in running the business the entire time had serious issues with the siblings who were trying to tell him what to do despite the fact they knew nothing about the business. This rift damaged not only the business operation but also the family’s financial wellbeing. If the father had handled the issues with better communication and documentation before he passed away and if a partnership or clear voting/shareholder rights had been established, this crisis could have been minimized or prevented.
We were also involved with helping another business in which the two partners gave the business to their children who then gave it to each of their children with the hopes of keeping it “all in the family.” However, much to their dismay, the third generation did not get along. A simple buy-sell agreement could have helped them vent their differing views without destroying the successful business. Both wanted to own the business, but neither wanted to sell it to the other. The end result was liquation of a great business and financial loss to both families. Sometimes it is better to sell than transition.
In both cases, these families sought help when it was too late. Based on my experience navigating these complex issues, the following are some of the common pitfalls and key steps to help ensure your family’s best interest is protected when considering transitioning your business to your family members:
• Inter-family issues: Begin by thinking about what you want to accomplish. Write it down. Sit down with your family members, and really work through these emotional issues with all key family members, including those who will be involved and those who may not be involved in the business who will be affected. Do this well in advance of your intent to turn over the business so that it becomes a “planning conversation” rather than the actual allocation of roles, responsibilities and assets. This will greatly diffuse the intense emotions and drama often connected with business transitions.
If you have multiple children, which ones are most appropriate to take over the business, and which ones should not be involved? If you have step-children, daughters-in-law or sons-in-law, how would you deal with them in the transition? If your family is not able to do it alone, consider getting a private equity firm as a partner or other professional management. Sometimes it helps to bring in a business coach.
• Tax issues: It’s critical to consult with tax advisors upfront to protect your financial interests. Get them involved before the transition is structured. A good tax advisor can save you and your family significant sums of money and many heartaches during the transition process. This can be done in conjunction with your estate planning.
• Allocation of control and assets: It’s important to think through who will own and run your business and to get buy-in upfront in this decision rather than trying to impose it upon your family members and employees later.
Consider what your role be during and after the transition. If you have other children and they are not in the business or won’t be part of the ownership, how do you allocate other assets so it’s equitable, and should it be equitable? What are the ramifications of transitioning to active versus non-active family members? When you are transitioning the business to family and you have long-term employees, should those employees get rights or ownership and how do you deal with the heir-apparent?
• Valuation work: Work with qualified consultants to do valuation work to decide on the value for your business beforehand. This could affect your taxes. This also can help ensure you protect the maximum value for your business and allocate the business assets appropriately.
• Outside capital: If you need outside capital, where will it come from? Do you establish an Employee Stock Ownership Plan to do it or do you bring a private equity firm, as there are some that focus on transitioning for family businesses?
Often, the business has been good to the family. But if not properly handled, the strong emotions and complex dynamics that come into play the moment a business is transitioned can become overwhelming and cause unexpected damage. Most business owners fall into this trap because they mistakenly assume this would never happen in their families. Without a doubt, it’s critical to talk with your family beforehand, get help from qualified attorneys, investment bankers, tax advisors and other experts, and put the right systems and documents in place. This type of strategic action and planning can help ensure you make sound decisions together, as a family, that will protect your most valuable assets: your business and your loved ones.
James Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies. www.casselsalpeter.com
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