Recent News

What LLC Members Can Learn from the Tegna–Sinclair Merger

Washington State Business Lawyer C. Michael Kvistad | 9/22/2025
As Tegna and Sinclair Broadcasting propose a high-profile merger in the local television space, the headlines may seem distant from the day-to-day concerns of small business owners. But beneath the surface, this deal offers valuable insights for LLCs navigating ownership transitions, mergers, and strategic exits. Here are four key lessons worth considering. 1. Valuation Premiums… Read More

Giorgio Armani’s Succession Plan and the Art of Selling a Legacy

Washington State Business Lawyer C. Michael Kvistad | 9/18/2025
Valuation Vigilance: Planning the Sale of a Business with Purpose and Protection When Giorgio Armani passed away, he left behind more than a fashion empire—he left a roadmap for how to sell a business with precision. His will outlines a phased sale: a 15% stake within 18 months, followed by up to 54.9% over five… Read More

Seller Representations and Warranties in Asset Purchase Agreements

Washington State Business and Real Estate Lawyer C. Michael Kvistad | 8/27/2025
In the world of mergers and acquisitions, the asset purchase agreement (“APA”) is a cornerstone document, and seller representations and warranties are among its most scrutinized provisions. Understanding the purpose, scope, and strategic implications of these clauses is essential. What Are Representations and Warranties For? At their core, seller representations and warranties are about building… Read More

What is “Working Capital” in the Context of a Business Deal?

Washington State Business and Real Estate Lawyer David C. Tingstad | 7/10/2025
Working capital is a critical concept in the context of asset purchase and sale agreements (APAs) and stock purchase and sale agreements (SPAs), as it directly impacts the purchase price and ensures the financial stability of the acquired business during the transition. In these agreements, working capital is generally defined as the difference between current… Read More

Alternatives to Judicial Dissolution in Washington

Washington State Business Lawyer Caleb J. Tingstad | 7/7/2025
Claims for judicial dissolution appear regularly in shareholder and LLC member disputes. Traditionally, dissolution requires the winding up of the entity’s business, the sale of its assets, and payment to all creditors, which can end successful businesses and threaten the livelihoods of owners and their employees. However, practitioners and clients frequently forget alternatives to judicial… Read More

Washington’s Digital Ad Tax: What Businesses Need to Know

Washington State Business and Real Estate Lawyer C. Michael Kvistad | 7/2/2025
Effective October 1, 2025, Washington will begin imposing retail sales tax on a broader array of services, including digital advertising. This change, enacted through Senate Bill 5814, amends RCW 82.04.050 to expand the definition of “retail sale” to include various digital and technology-related services. What’s Covered? The amended statute encompasses digital advertising services as well… Read More

Why Sole Proprietors in Washington Must Act Now to Protect Their Assets

Washington State Business and Real Estate Lawyer C. Michael Kvistad | 6/18/2025
Running a business in Washington without liability protection is like sailing stormy seas without a lifeboat. Without a clear divide between your personal and business finances, you face serious financial risk. Forming a Limited Liability Company (“LLC”) creates a layer of protection that sole proprietorships simply can’t match, shielding your personal assets from business-related liabilities.… Read More