T session can help spark ideas. Particularly if your work keeps you in front of a computer, interacting with a fellow human can be rejuvenating.

• Seek out inspiration: We often need to be reminded of why we do what we do. Participating in a conference or attending a speech from an industry leader can provide the invigoration you need to get your mojo back. If you’re limited on time, head over to TED.com and watch one of their inspirational, 20(ish)-minute TED Talks. There’s bound to be one that speaks to you.

• What gives you a quick hit of energy? One study showed that judges were more likely to dole out harsh sentences and less likely to grant probation before lunch than after lunch, presumably because judges – just like the rest of us – aren’t very nice when they’re hungry. If your blahs might be hunger-induced, a healthy snack may be the remedy. You also might need some exercise. A 10-minute walk can give you the zing you need to refocus.

• Reflect on what you’ve accomplished: It’s easy to get immersed in a “to-do” list but we rarely take time to celebrate the things we get done. And you probably get a lot more done than you think. Take a few minutes at the end of your workday to reflect on what you accomplished and give yourself a pat on the back.

LONG-TERM FIXES

If you’re looking to make a more long-term impact on your motivation levels, do a little research into the field of positive psychology. In study after study, researchers have found that happiness and optimism fuel performance and achievement, not the other way around.

According to Shawn Achor, author of “The Happiness Advantage,” positive

WOMEN’S INITIATIVE TEAM | issue Thirty-Two

Welcome There are days when you’re firing on all cylinders and you can’t believe you get paid to have this much fun at work. And there are other days when you’re not sure you have anything left to give and you count the minutes until it’s time to go home.

When those “meh” days hit, you need a few tools to help get your work mojo back. Inside this issue of Straightline, we’ve consulted experts on workplace motivation for some go-to tricks that can help you keep your motivation high and your productivity on track.

SHORT-TERM FIXES

• What’s the big picture? If you’re having trouble staying motivated, probe your work to find its ultimate meaning, even if it’s a few steps removed from your job. Are you ultimately helping to build safer cars? Does your work ensure your colleagues have health insurance? Even if you’re just in it for the paycheck, knowing that you’re paying for your children’s college or your own retirement might provide the impetus to stay focused. In a sense, your livelihood – the ability to earn a living by providing a service – is a gift and should be appreciated for that fact alone.

• What’s your unique contribution? It’s easy to find our faults, but it can be more challenging to admit what we’re particularly good at – the thing other people come to us for because we always hit it out of the park. What’s your hit-the-ball-so-hard-the cover-comes-off-it skill? Recognizing the unique role you play in your profession can help provide an effective boost when you need it most.

• Team up: Sometimes, bringing in a colleague with “fresh eyes” can help you see your work in a new light and get you back on track. Even a 15-minute brainstorming

Inside

Straightline is a publication

from Andrews Kurth for women,

by women. We will give you the

bottom line on women’s issues,

be on the front line for timely

substantive legal topics, and serve

as the hotline for firm news.

Welcome

Inside

Straightline is a publication from Andrews Kurth Kenyon for women, by women. We will give you the bottom line on women’s issues, be on the front line for timely substantive legal topics and serve as the hotline for firm news.

> Cultivate a New Career

> Top of the Line: Office Must-Haves

> Keep Your Brain in Top Shape

> Travel Recommendation: New Preston, Connecticut

> Eye on the Exit: Building Value of a Business for Future Sale

StraightlineGETTING

(and Keeping)YOUR WORK MOJO

©2017. Produced by Andrews Kurth Kenyon’s Women’s Initiative Team.

• Commit conscious acts of kindness: Rather than committing “random” acts of kindness (e.g., buying coffee for the next car in line at Starbucks), make kindness a routine part of your life. Achor suggests starting your day with praising a co-worker, either in person or via email, but it could also mean spending time with a neighbor in need or making regular, small donations of time, money or supplies to a local charity.

• Infuse positivity into your surroundings: That could be family photos, a clean desk or just getting outdoors. Being surrounded by things that make you feel good on the outside can impact how you feel on the inside.

• Exercise: There is literally nothing else on earth that improves the mood – both in the long-term and in the short-term – more than physical exercise.

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emotions flood the brain with dopamine and serotonin, which in turn stimulate the brain’s learning centers. That can help us learn and retain new information, be more adept at complex analysis and problem-solving, and generally be more creative.

Achor says that the expectation that success brings happiness is actually backward, and that happiness is what leads to success in nearly every part of our lives.

If you’re not already primed for happiness, or if you want to bolster your already sunny outlook, Achor offers these suggestions for making the pursuit of happiness a regular part of your day:

• Meditation: Practicing meditation regularly can profoundly change the brain in ways that promote better focus, improved mood and resilience, and better physical health. Even a few minutes a day can help rewire the brain. (The Headspace app provides excellent coaching for those who, like your friends at Straightline, are confounded by the entire concept of meditation.)

• Practice three “gratitudes”: Before bed or at some point toward the end of your day, ruminate over three good things that happened that day. It could be a chance encounter with an old friend, a delicious meal with your family or just an exceptional cup of coffee. Whatever those three things are, remember them and, if you’re especially motivated, write them down in your journal. After a few weeks, your brain will default to looking for positivity, rather than something to complain about.

• Find something to look forward to: You know how planning and anticipating your vacation is almost as fun as the vacation itself? Apply that philosophy to your daily life by making sure you always have something fun to look forward to, whether it’s going to trivia night with your friends or taking a long hike in the woods by yourself.

O

Continued from page 1

GETTING (and Keeping) YOUR WORK MOJO

Once you’ve been in the workforce for several years – or a few decades – it can be overwhelming to consider changing course and exploring a new career. But many mid-career professionals decide to do just that.

If you’re looking to explore job opportunities outside your current profession or industry, we’ve assembled some suggestions for maximizing your chances of finding success.

KNOW WHAT YOU REALLY WANT OUT OF A CAREER – AND WHAT YOU DON’T

Right now, you may know nothing more than, “I don’t want to do this anymore,” but that doesn’t get you much closer to what you DO want to do. If that’s the case, it’s time to do a deep dive on your own strengths and weaknesses. Assess what you get out of your current job and what else you would like from your next one. Just as importantly, assess what you don’t like about your current work and what you don’t want in any future position/profession. You might need to consult a professional career coach or a counselor who can guide you through an aptitude assessment test, such as The Birkman Method or the Myers-Briggs Type Indicator.

STRENGTHEN YOUR KNOWLEDGE BASE

Once you have identified what industry or profession you’re interested in pursuing, you will probably need to fill in some knowledge gaps. That could mean attending classes or getting a certification, but it might simply mean spending a few hours on YouTube (which has a shocking number of educational videos) or finding a volunteer position that can give you some hands-on experience in another field. Read industry or professional publications and websites and acquaint yourself with the important issues and thought leaders in that industry. If time and circumstances allow, consider attending a conference in your target industry to learn more.

SOCIALIZE YOUR WAY TO SUCCESS

Because human resource professionals and recruiters are likely to be reluctant to forward your name for a position outside your current industry or area of expertise, your professional and personal network will be crucial in helping you branch out. If you haven’t already cultivated a deep and broad network, it’s time to kick your schmoozing into high gear. Learn as much about your target industry as possible

In most cases, finding or maintaining motivation at work is about finding the right perspective. We can all find things to love about our situations, just as we can all find things to dislike if we look hard enough.

The road to success, however, is paved with optimism, mindfulness and gratitude – all of which are within our control to summon.

• Spend money on experiences, not stuff: Experiences (travel, outings with friends, etc.) find their way into our memory banks and affect our well-being far more than our possessions. And we have to admit that the new purse we coveted made us happy for a few hours, maybe even a few days, but then it took its place in our baseline, as ultimately happens with all our possessions. Experiences, on the other hand, are by design fleeting, so they maintain a novelty that a new bag just can’t compete with.

and seek ways to connect with those who work in the same area (possibly through mutual friends in your existing network). Depending on the level of your connections, you may be able to bypass the HR and recruiting gatekeepers and get higher-ups to consider you for a position that you might not be a realistic candidate for otherwise. Jump at every chance to make a connection. Worst case scenario: You’ve made a new friend.

HAVE REASONABLE EXPECTATIONS

Executive recruiters and human resource professionals caution that it’s a tough sell for them to place even seasoned professionals in jobs for which they don’t have demonstrable relevant experience. At the very least, you should expect such a search to take a while, but a cut in pay and/or prestige may also be in your future.

CONSIDER A SIDE-HUSTLE

Your evenings and weekends may be a good time to test the waters, particularly if your prospective career lends itself to after-hours work. Another possibility is to pursue a volunteer opportunity that would give you relevant experience and allow you to sharpen your skills.

IS STAYING PUT AN OPTION?

If you work at a medium-to-large company, you may be able to find the change you desire without giving up seniority by moving to a different department since the company already knows your qualifications and work ethic.

CONSIDER GOING SOLO

If you can’t find something within your current company and are unable to find an employer willing to take a chance on a candidate from outside their industry, you may find more luck as a freelancer marketing your skills to companies on a contract basis. Particularly if you have a working knowledge of the industry, your services could find an audience among those willing to trade top-level expertise for less expensive services.

Changing your profession or jumping to a new industry in the middle of your career is a big decision that no one takes lightly. While emotion may play a large part in how you got here, a successful transition depends on your preparation, patience, realism and a top-shelf work ethic.

CULTIVATE YOUR NEW CAREER

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Keep Your Brain in

Top Shape as You Head into a

‘Certain Age’ Whether you identify as a right-brained free spirit, a left-brained logician or something in between, taking care of your whole brain should always be a priority.

Our brains change as we age. Here’s what you can expect as you get older:

• Even though the brain doesn’t reach maturity until roughly age 20, by age 30 it already starts to lose volume as neurons start to shrink.

• Between ages 40 and 60, the outward signs of that decline include decreased reaction times and a loss of ability to retain short-term memories.

• By age 70, and sometimes earlier, signs of more serious loss in brain function tend to appear; the decreased function can be caused by genetic predisposition or lifestyle and health factors. (Source: brainhealth.acl.gov)

Of course, we can’t alter our genetics (at least, not yet), but what about those health and lifestyle factors that affect our cognitive abilities? The Mayo Clinic (and other brain experts) offers these tips to keep our brains in shape:

Stay Mentally Active Our brains need exercise just like the rest of our

muscles do. Try crossword puzzles, learning an instrument or studying a foreign language.

Socialize Regularly Social interactions help stave off depression

and other disorders, which contribute to a loss in mental acuity.

Stop Smoking

Smoking can thin the cortex, the outer portion of the brain used in mental computations, attention and spatial reasoning. But former smokers who were 25 years off the smokes had cortexes of normal thickness. So, if you smoke, quit now, thank us later.

Try Meditation Some studies have shown that a regular

mindfulness meditation practice can make positive changes in the part of the brain associated with memory.

Sleep Well Sleeping is like hitting your mental “reset”

button. Most adults require between seven and nine hours each night.

Eat a Healthy Diet Of course this means fruits, vegetables and

low-fat meals, but drinking counts, too. Remember those crazy college days when you showed up to class after a night of drinking with friends? It doesn’t work that way anymore, as alcohol can cause confusion and memory loss.

Get Physical Exercise increases blood flow to the brain,

which can help maintain a strong memory.

Taking care of your brain – just like taking care of the rest of your body – is important at every age. Fortunately, the same things that keep your body healthy can also improve your chances of staying sharp into old age.

I CAN DO MORE There comes a time in almost everyone’s career when they feel unfulfilled – not looking to jump ship, exactly, but definitely feeling underutilized in their current job. If that describes you, here are some ideas for stretching your wings.

TALK TO YOUR BOSS

It sounds obvious, but many people don’t share the fact with their boss that they’re bored. And if she doesn’t know you’re under-used, she can’t fix it. When you talk to her, though, be ready to hear that, even if you feel you’re ready to grow your responsibilities, she may not share your view. If that happens, hear her out. It can be hard to view ourselves through others’ eyes, but if those eyes are the ones making the decisions, they’re the ones that count.

CONSIDER A CAREER COACH

A career coach not only has a fresh perspective on your career – unencumbered by marriage, friendship or inter-office politics – but can also bring to the table wisdom earned through helping other professionals get over their own

workplace challenges. A good career coach can help you map out career goals and hold you accountable for taking actions to reach that goal. Buyer beware: Although a good coach can be extraordinarily helpful, there is no regulation or licensing for coaches, and certification programs are no guarantee of legitimacy. Do your research and check out references before signing on with a coach.

COMPETE AGAINST YOURSELF

If your job isn’t challenging enough, find ways to up the ante by competing against your own accomplishments. You can create a goal to complete a project in 7 days that usually takes 2 weeks, or find efficiencies in your own work processes that can save time or money. Alternatively, if you have free time during the workday, you can seek out a certification that can position you for a more challenging position.

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REFRESH YOUR OFFICE THIS SUMMER WITH THESE OFFICE MUST-HAVES

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RITUAL VITAMINS for WOMENWe set out to find the most effective daily vitamins for women; after months of research we found Ritual. It doesn’t hurt that these vitamins are literally the most beautiful capsules we have ever seen, almost too pretty to eat!

When founder Kat was pregnant, she turned her house upside down to get rid of products with ingredients she couldn’t get behind. She replaced everything from her cleaning supplies to her deodorant. But, in her search for the perfect prenatal vitamin, she found many of those same questionable ingredients. She just couldn’t find a brand that she trusted, so she decided to build her own.

Kat founded Ritual with the belief that better health begins with better ingredients. Ritual is a new kind of health brand that believes in simplicity, traceability and ingredients that work best in the body. They have simplified the daily vitamin to its nine most essential nutrients, each in their most effective, vegan, non-GMO, gluten-, soy- and dairy-free forms.

Ritual fills the gaps in a woman’s diet—helping round it out to reach total nutrition—with nothing more, nothing less. They source these nutrients straight from suppliers to combine the highest-quality ingredients at a fair price.

Get ready to experience better hair, skin and nails, and to boot, you will have more energy! To order your 30-day supply, visit www.ritual.com.

9 ESSENTIAL INGREDIENTS:

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Everything you need,NOTHING YOU DON’T.

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Breaking Through Bias: Communication Techniques for Women to Succeed at Work

Andrea S. Kramer Alton B. Harris

Fearless and Free: How Smart Women Pivot – and Relaunch Their Careers

Wendy Sachs

The Little Book of Hygge: Danish Secrets to Happy Living

Meik Wiking

Unlocking Happiness at Work: How a Data-Driven Happiness Strategy Fuels Purpose, Passion and Performance

Jennifer Moss

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THE ADVENTURE Nicknamed the “Small Village,” New Preston’s shopping scene is anything but tiny. Visitors can spend the day exploring the Village Center, which consists of the city’s two major shopping and dining streets – Main Street and East Shore Road.

Visitors should brace themselves for temptation while walking through the Village Center. For the fashionistas who can’t get enough classic American style, J. Seitz & Co. and Plain Goods are a dream destination. Discerning shoppers looking for a more vintage selection should try Dawn Hill Antiques for their European fare and Privet House / Vol. 1 Antiques for furniture dating back to the 18th century. Upstairs Antiques provides a taste of nostalgia with its mid-century Americana décor – think upscale Al’s Drive-in.

Speaking of drive-ins, after working up an appetite trying on the latest trends and antiquing the day away, head to Nine Main Café, which is modeled after a 1950’s diner. However, anyone whose dining sensibilities lean across the pond should check out The White Horse, a traditional English pub with a top-notch menu made of locally sourced ingredients. If you have a lingering sweet tooth, try Sweeets – the name pretty much says it all. For cocktail connoisseurs, County Wine and Spirits is New Preston’s one-stop shop.

Other Small Village highlights include:

• New Preston Kitchen Goods for kitchenware

• Pergola for an assortment of unique decorative items for home and garden

• DK Shulman Design for stationery, books, design resources and accessories

• The Smithy for a constantly changing inventory of local foods and knick-knacks

THE ESCAPE What would a country retreat be without a tranquil hideaway to call home? In keeping with New Preston’s chic charm, the Grace Mayflower Inn & Spa, 10-minute drive from New Preston, provides its guests with the comforting ambience of country living.

The 30-room luxury hotel sits on 58 acres of meticulously landscaped gardens and woodlands, and is surrounded by a 3,000-acre nature preserve. Of course, visitors don’t have to be naturalists to enjoy all the amenities the Grace Mayflower offers. The hotel boasts both an indoor and outdoor pool, world-class spa and fine dining.

With the goal of providing guests with the ultimate relaxation experience, the Grace Mayflower Spa was designed to feel more like a luxurious residence as opposed to a resort facility. The spa offers a la carte treatments, as well as more holistic, custom wellness programs curated by the spa’s personal wellness advisors. Guests who want to remain active during their stay at the Grace Mayflower can also book a variety of complimentary classes and activities, including yoga, fencing and barre. Anyone looking to escape to the scenic surroundings should try biking, hiking or snowshoeing with the inn's outdoor guides.

Hungry travelers have two dining options at the Grace Mayflower. The Mayflower Dining Room is known for its sophisticated menu and locally sourced ingredients – executive chef Isaac Olivo will often use vegetables from his own garden in his signature dishes. For more casual dining, guests should take advantage of The Tap Room, which serves breakfast, lunch and dinner. It’s also a great place to meet for cocktails; the restaurant features live piano on Saturday evenings and al fresco dining during the warmer months.

Find Glamour and Comfort in New Preston, the Chicest Town in Connecticut

Only a few hours’ drive from Boston and New York City, New Preston seems like a world apart. It’s no wonder that American cultural icons such as comedian Joan Rivers and fashion designer Bill Blass called it home. Like its famous residents, New Preston offers an enviable atmosphere of laid-back glamour.

Robin Russell (Houston) received the 2017 Dan Rugeley Price Memorial Award from the Texas Bar Foundation. The award is given annually to an outstanding Texas lawyer who exhibits an unreserved commitment to clients and to the legal profession. The recipient demonstrates the qualities of an accomplished legal writer and researcher, a talented and dedicated practicing lawyer, a servant of the legal profession as a volunteer, and an advocate on its behalf. Robin is only the fourth woman to receive the award in its 23 year history. The award celebrates Dan’s life as an outstanding lawyer who devoted himself completely to any task he undertook. Dan Price practiced law in Austin, Texas and passed away in January 1994. Robin was also named a 2017 Top 100 Restructuring and Turnaround professional by the Global M&A Network.

Kathleen Wu (Dallas) was appointed to the National Board of Directors for Rebuilding Together, a premier national nonprofit housing organization with more than 40 years of experience, garnering five consecutive four-star ratings from Charity Navigator. Together, with its corporate and community partners, 140 local affiliates and nearly 100,000 volunteers, the organization completes nearly 10,000 rebuild projects nationwide each year, thereby transforming the lives of low income homeowners by revitalizing the communities they live in and improving the safety and health of their homes. Kathleen was also recently recognized as a 2017 Best Lawyer in Dallas by D Magazine.

Shemin V. Proctor and Vera Rechsteiner (Washington, DC) were selected to the 2017 Washington, DC Super Lawyers list. Vera was also recently recognized in the 2017 Chambers & Partners Global Directory for her Banking & Finance and Projects work in Latin America.

Micala Bernardo (Dallas), Isabel Crosby (Dallas), Christine Williford (Dallas), Crystal Woods (Dallas), Kathryn Boatman (Houston), Courtney Ervin (Houston), Courtney Glaser (Houston), Emily Macey (Houston), Jennie Miller (Houston), Callie Parker (Dallas) and Angela Richards (Houston) have all been named 2017 Texas Rising Stars.

Sheila Mortazavi (New York) recently spoke on the Pharmaceutical and Life Sciences panel at the 33rd Annual Joint Patent Practice Continuing Legal Education Seminar.

Melanie Willems (London) was recognized as a 2018 Best Lawyer in the United Kingdom in the area of International Arbitration.

Vera Rechsteiner (Washington, DC) moderated a panel at the Platts 20th Annual Central American Energy Conference held in Panama City, Panama, entitled “Attracting Investment for Industrial and Power Projects.”

Tonya Gray (Dallas) served on the host committee for Law in the City 2017, an event designed for women in law firms to network with women in-house counsel. Law in the City also partners with Attorneys Serving the Community (ASC) to contribute to an annual selected charity. The 2017 charity is Junior Players.

Andrews Kurth Kenyon was proud to support the Center for Women in Law 2017 Women’s Power Summit on Law and Leadership in Austin, Texas.

Sidelines

Fresh FaceALLISON A. REDDOCH Associate, Labor & Employment Dallas

Allison’s practice focuses on employment matters involving federal and state employment laws, including Title VII, TCHRA, ADAAA, ADEA, FLSA, FMLA, FCRA and USERRA. She counsels businesses, public entities and nonprofits on various employment matters concerning contracts, employment and severance agreements, noncompetition and non-disclosure agreements, HR policies, training and employment handbooks. Allison earned her J.D., cum laude, in 2011 from Southern Methodist University Dedman School of Law. She received her B.A. from Tufts University in 1998.

Grace Mayflower Inn & Spa

W CUSTOMER AND SUPPLIER ARRANGEMENTS

Favorable arrangements with customers and suppliers, including prices and other terms, should be documented to permit transfer of the business to a buyer. An established course of dealing with business partners may not continue after a sale, and other parties may take the opportunity of an exit to re-trade or reset prices and other business arrangements. Undocumented terms and conditions may reduce the value of the business and lead to disputes with the buyer and other parties after closing. In addition, any consent rights that might apply in a potential sale of the business should be identified and renegotiated if possible, to reduce the risk of delay or disputes.

SUCCESSION PLANNING

A strategic buyer may have experienced management to run an acquired business. However, a financial buyer or a buyer new to the industry or location may look for experienced management as a condition to purchase. A pipeline of management talent and retention incentives for skilled employees provides comfort to a potential buyer that the business can continue without interruption. Succession planning enhances value of the business, provides institutional memory and allows the buyer to replicate historical performance successfully after a sale.

TAX PLANNING

Tax planning can help owners enhance value on an exit transaction. Advance tax planning can require formation of new entities, restructuring the business or a multi-year program to minimize taxes associated with an exit. In addition, owners may be better positioned to propose transaction terms with more favorable tax consequences.

DISPUTES

Ongoing disputes (whether pending or threatened litigation or low-level business disputes) may diminish the perceived value of the business in the eyes of a potential bidder or buyer. These disputes may be resolved more readily (and at lower cost) by the seller before a sale than after a sale. Preserving legal privilege can pose challenges during a potential buyer’s due diligence review of disputes.

COMPLIANCE

A potential buyer generally reviews compliance programs and records, to assure that the business is in compliance with governmental regulations (and has no potential liability or fines for historical practices). Addressing any areas of non-compliance and maintaining orderly records will facilitate a buyer’s due diligence review and avoid delays in dealing with governmental agencies during negotiations. Governmental consents and approvals required for a sale can be identified in advance and discussed with a potential buyer, along with the anticipated timeline for closing.

While building a public company, start-up or family business, day-to-day operations and growth objectives tend to consume most of management’s time and effort. Day-to-day decisions, however, can enhance or diminish the exit value of the business at some point in the future, or can delay a sale. Operating the business with a potential exit in mind can steadily increase the valuation realizable in a future sale.

TRANSFER OF OWNERSHIP (EQUITY)

A clean record of ownership of shares, units, member interests or other equity facilitates the sale of an entity. In reviewing a stock ledger, list of ownership interests attached to a partnership or limited liability company agreement, or list of holders of warrants, options, preferred stock or convertible debt, a buyer will look first at good title to shares or other equity. By updating records on an ongoing basis, a business can be more readily marketed to potential buyers.

§ Prior mergers and corporate name changes, death or divorce of individual owners, and lost records can delay negotiations with a buyer.

§ Similarly, preemptive rights to purchase and anti-dilution features can create uncertainty about how much equity is outstanding.

TRANSFER OF OWNERSHIP (ASSETS)

Good title to assets can require clean-up documentation in public records. Release of old mortgages and security interests can hold up a sale, and becomes progressively more difficult as time passes. In addition, a buyer typically conducts site visits to view property, conduct an inventory count and inspect other assets. Accordingly, key assets should be documented and accessible, and in good order.

RISK

A periodic risk assessment of the business can identify potential risks from a buyer’s perspective that may delay due diligence or reduce sale value. Insurance, hedging, accounting and inventory systems, and other policies and procedures may address risks proactively. Documenting risk mitigation measures can expedite a buyer’s due diligence review and potentially increase the sale price (or reduce indemnification demands from the buyer).

KEY RIGHTS

Third parties, including employees, business partners and affiliates, may hold key rights needed to operate the business, such as leases and intellectual property rights. Assigning and documenting key rights in due course assures the ongoing value of the business, rather than addressing potential claims to these rights as an urgent matter when considering an exit. Attempting to settle claims at the time of an exit generally increases settlement costs if these claims have “hold-up value” in delaying a favorable sale.

About the Firm

600 Travis Street, Suite 4200 | Houston, Texas 77002 | p: 713.220.4200 | f: 713.220.4285 | andrewskurthkenyon.com Andrews Kurth Kenyon provides this newsletter for general informational purposes only; content does not constitute legal advice. Attorney Advertising.

©2017. Produced by the Andrews Kurth Kenyon’s Women’s Initiative Team.

Since 1902, Andrews Kurth Kenyon has built its practice on the belief that “straight talk is good business.” Real answers, clear vision and mutual respect define the firm’s relationships with clients, colleagues, communities and employees. With nearly 430 attorneys and ll locations worldwide, Andrews Kurth Kenyon represents a wide array of clients in multiple industries.

MELINDA BRUNGER Partner, Corporate Houston

ASHLEY B. MUEHLBERGER Associate, Corporate Houston

MORGAN U. HOLLINS Associate, Corporate Houston

For more information, please email anelly@akllp.com.

ACCOUNTING

Depending on the needs of a potential buyer (especially a public company or buyer who will seek bank financing), audited financial statements and documented internal controls may be required for the business before a sale. Whether or not an audit is required, the buyer will review the accounting records (including aged accounts receivable) to assess the financial performance and valuation of the business. Value of a business can be enhanced by maintaining accounting records sufficient to satisfy a potential buyer’s requirements.

CONCLUSION

Valuation is enhanced when a business is run in the ordinary course in anticipation of a future exit. Advance planning allows for an orderly sale, whether in the near term or opportunistically in the future when market conditions are favorable.

EDITOR IN CHIEF Kathleen Wu, kwu@andrewskurth.com

EDITORIAL BOARD Shemin V. Proctor Lisa Montgomery Shelton Kathy Strahan

EDITOR OF THE LEGAL ARTICLE Melinda Brunger

PRODUCTION Ashley Nelly Sarah W. Smith

Callie Parker Rose Cordero Prey Shemin V. Proctor Robin Russell Kelly Sandill

MEMBERS Tammy Brennig Elizabeth Campbell Meghan Griffiths Bob Jewell Marc Katz Sheila Mortazavi

ADVISORY MEMBERS Catherine Foxman Deborah Grabein Amy Hancock

Lisa Shelton Susan Smith Kathy Strahan Melanie Willems Kathleen Wu

Beth Harwood Kelli Lilienstern Kendall Lowery

Ashley Nelly Tom Perich

Women’s Initiative Team

Whether the markets are up or down, whether the economy is expanding or contracting, mergers and acquisitions are an essential growth strategy for any company. As one of the nation’s leading corporate law f irms, Andrews Kurth Kenyon represents the full spectrum of players in such deals, including: acquiring companies, target and selling companies, boards and special committees, f inancial advisors, investment bankers, majority and minority interest holders, dissident shareholders and partnership interests. Our clients look to us for help in every aspect of a transaction, including f inancing, regulatory approval, due diligence, valuation and operational issues. We have the resources and experience to complete the largest and most complex purchase or sale anywhere in the world. For more information, please visit andrewskurthkenyon.com/M_A.

EYE ON THE EXIT: BUILDING VALUE OF A BUSINESS FOR FUTURE SALE