Houston lawyer: How to navigate business valuation and divorce in uncertain times

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Divorce is never easy, but here's how to navigate it with your business in mind. Photo via Pexels

We all hoped that, once the pandemic had waned, we would return to a more normal, predictable economy, but it seems that we are confronted now with even more unpredictability in what economists have dubbed the “uncertainty economy.” Very few people are able to choose the best time to divorce on the basis of finances, but the current environment can make evaluating the worth of stock options, a closely held business or even real estate highly challenging.

For one thing, the pandemic itself lingers. Some businesses—bicycle manufacturers and bicycle shops, for instance—experienced boom times during the pandemic. Other businesses—restaurants and businesses at tourist locations, for instance—suffered greatly, limped along, or even closed for good. Now, instead of settling into a steady hum again, our economy is coping with inflation, the rising cost of labor, supply chain tangles, and the ripple effects of the war in Ukraine and sanctions against Russia. The situation is still fluid. What works today may not work well tomorrow. What doesn’t look promising today may be much more successful tomorrow.

In a divorce case in which significant financial assets are involved that are community property, a family lawyer will bring in a trusted professional business or property evaluator—whatever is appropriate for the particular situation. Evaluating a closely held business is often the most difficult issue—more difficult than, say, dividing the value of real estate or stock in a publicly traded company. Three different methods can be applied to a business valuation: the market approach, the income approach, and the asset approach. The business evaluator will judge which to use, singly or in combination.

Much will depend on the ownership agreement as expressed in formation documents, whether the owners be investors, business partners or family members. These documents generally provide in some way for what will occur in the case of a divorce or a death. Generally, co-owners do not want to have to deal with an inexperienced ex-spouse or widow/widower who abruptly becomes part-owner of the business or practice (in the case of a doctor or lawyer in a partnership). The spouse who is in the business also has to consider tax issues and his or her fiduciary duty to other owners. And courts are not allowed to simply give corporate assets or debts to one party or the other in a divorce.

Generally the spouse involved in the closely held business will have three choices available: continue to own the business with the ex-spouse (maybe they already work together and have a decent working relationship), sell the business and divide the profits, or offset the value of the business ownership with other property if other assets are available. In Texas, “personal goodwill” as part of a business is not community property. It attaches to the person who created it. But the business may have “enterprise goodwill”--the value of the business apart from the individual owner--which may be community property.

None of this addresses the issue of the fluidity in the current economy. Divorce agreements can allow for that in the form of contingency agreements. For example, a business owner may be dealing with a specific potential liability. The divorce agreement may provide that, for a given period of time, the business owner is allowed to set aside a certain amount of money to address the liability if it arises. If it does not arise, after a certain period of time, the money will be divided between the two former spouses. Or let’s say a business asset with limited liability or future involvement that is part of community property may be sold in the future. A divorce agreement can provide that, if the asset is sold, the profits will be shared. Clawback provisions can be included, as well, to provide for future adjustments. This will require extraordinary drafting skill.

There is another option as well and that is to wait for more settled times. But the two spouses may have radically opposed views as to the “best” time for the divorce. The spouse who earns less may want to divorce when community property values are at their highest; the other spouse will want to split when community property values are at their lowest. In either case, they would do well to consult experts in family law and business valuation experts before deciding on when to set a divorce in motion.

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Susan Myres is a Houston-based, board-certified family law attorney at Myres & Associates and has over 35 years of experience.

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Greentown Houston announces plans for wet lab, calls for feedback from members

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Greentown Houston has announced it's building a new wet lab facility — but first, they need some help from the community.

Greentown Labs, which is dual located at their headquarters in Somerville, Massachusetts, and in the Ion District in Houston, has announced that they are building out a wet lab in their Midtown space.

"We have heard from several startups as well as corporate partners in the ecosystem that are looking for wet lab space," says Lara Cottingham, vice president of strategy, policy, and climate impact at Greentown Labs. "Greentown has experience running wet labs from our location in Somerville. We're excited to be able to offer wet lab space to climatetech startups as an additional amenity to the Ion District.

Although Greentown's Boston-area location has wet lab space, Cottingham says the organization is not interested in copying and pasting that same facility. Greentown wants to provide the tools that the Houston ecosystem needs, and that requires getting feedback from its current and potential members.

"We want to announce to the community that this is something we're going to build — but we still need a lot of feedback and input from startups so we can learn what exactly they need or want to see from the wet lab," Cottingham tells InnovationMap. "No two wet labs are the same."

Right now, there aren't any details available about timeline or specifics of the new facility. Greentown is prioritizing getting feedback from its members and having conversations with potential sponsors and corporate partners.

"Corporate partners are a big part of the ecosystem and the community at Greentown. They can be so many things to our startups — mentors, customers, investors," Cottingham says. "And in this space, they can help us sponsor and financially support the wet lab. We're still fundraising — we have some partners that have committed to funding, but we're still looking for more funding."

In addition to monetary contribution, Cottingham says they are looking for other options as well, from partnerships with equipment providers, hazardous materials management, and more.

Startups that need wet lab space are encouraged to fill out the online form, which will be open through the summer, and potential corporate partners can express their interest online as well.

Greentown Houston opened its doors in 2021 and has since grown to house more than 75 energy and climatetech startups, as well as several accelerators, thanks to support from dozens of corporate partners.

Recently acquired Houston hospitality tech company continues to expand following fresh funding

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Houston-based HungerRush, which is a point-of-sale system that includes payment-processing, digital ordering, customer engagement, and delivery management, continues to spread its impact to businesses big and small.

A New York private equity firm, Corsair Capital, saw the potential for the cloud-based POS software and purchased a majority stake in HungerRush last summer. In 2022, HungerRush was on target to reach $100 million in recurring revenue according to The Deal.

HungerRush aims to serve an industry that according to the tech company, 80 percent think technology is the way to go to assist restaurants with labor shortages and other barriers. HungerRush acquired artificial intelligence text ordering app OrderAI, ordering and marketing company 9Fold LLC and Menufy.com over the past two years to grow its reach.

In the first quarter, the company introduced a comprehensive all-in-one POS system bundle designed to meet the needs of independent operators (IOs), with the overall goal of providing a tech stack to transform the experiences of both restaurant staff and customers. Their partnership with Menufy, which helps IOs drive both growth and profitability through an online website and mobile app ordering experience and currently serves over 15,000 restaurants across the US market, has helped to deliver the transformed IO experience to pizza restaurants and our offerings have quickly expanded to serve Vietnamese and Mexican restaurants as well.

One of the businesses seeing the benefits of platforms like HungerRush is Little Pop’s Pizzeria, which is a Naperville, Illinois-based pizza spot that uses the HungerRush to communicate to help the small business keep up with the large demands of the Chicagoland suburbs.The app’s help has led to substantial business growth.

“Thanks to having 5,000 loyalty program customers stored in HungerRush, we were able to quickly communicate the new curbside pickup and no contact delivery options,” says HungerRush user Mike Nelson of Little Pop’s Pizzeria. “Getting the word out through email and Facebook has increased our business by 75 percent.”

HungerRush continues to flourish in a crowded marketspace, which Chief Revenue Officer Olivier Thierry attributes to the platform’s accessibility to the audience and variety of features.

“While speaking to small business restaurant owners, we continued to hear the unique challenges they faced around having to navigate multiple delivery app interfaces, labor scheduling solutions, and other tools – resulting in many ending the month under their goal quotas, “ Thierry says. “Our tech tools arm our IOs to be able to manage omnichannel ordering, inventory, loyalty programs, and labor scheduling - but most importantly, support them where they need it the most to be successful in today’s digital world.”

Expert: Houston has potential to be a major hub for life sciences — if it addresses these concerns

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Once upon a time in Houston, a promising startup, let’s call it BioMatrix, set out to revolutionize the world of biomaterials. Their groundbreaking product held immense potential, but the company faced the harsh reality of a lack of funding, resources, and talent in their local life sciences sector.

As they watched well-funded competitors in established hubs like Boston and Silicon Valley flourish, the passionate team at BioMatrix persevered, determined to overcome these challenges, and make their mark in the rapidly evolving world of MedTech and life sciences. But would they ultimately move to a richer life science hub?

Over the years, Houston has emerged as a life sciences hub, fueled by the world's largest medical center, Texas Medical Center, and an expanding network of research institutions, startups, and investors. However, despite all its potential, the city still lags other innovation hubs and isn’t included in many of the lists for top life science ecosystems. The challenges are many-fold, but some primary challenges are associated with lack of capital, trouble with talent acquisition, and weak collaboration.

Despite an uptick in venture capital funding, Houston's life sciences sector still trails the likes of Silicon Valley and Boston. Programs like CPRIT help keep companies within Texas, while Houston's unique advantages, such as lower living costs and the TMC's presence, can attract investments, but ultimately, to secure necessary capital, stakeholders must cultivate relationships with investors, government agencies, and other funding sources to infuse more money into the Houston ecosystem. And, when individuals try to do this, the rest of the ecosystem must be supportive.

Talent retention and attraction pose another challenge, as Houston competes with well-funded life science hubs offering abundant research institutions and funding opportunities. While Houston boasts numerous educational institutions producing skilled life sciences graduates, many curricula primarily prepare students for academic rather than industry careers, creating a skills and knowledge gap.

Having a lot of experience in academia doesn’t often translate well into the industry, as is demonstrated by many startup founders who struggle to understand the various stakeholder requirements in bringing a life science product to market.

To bridge this, educational institutions should incorporate more industry-oriented courses and training programs, like Rice University’s GMI Program, that emphasize practical skills and real-world applications. Collaborating with local companies for internships, co-op placements, and hands-on experiences can expose students to industry practices and foster valuable connections.

For any life science company, navigating the intricate regulatory landscape is also a challenge, as missteps can be disastrous. However, it’s even more of a challenge when you lack the fundamentals knowledge of what is required and the skills to effectively engage with industry experts in the space.

To address this, Houston must provide more opportunities for companies to learn about regulatory complexities from experts. Workshops, accelerators, or dedicated graduate and undergraduate courses focusing on regulatory compliance and best practices can facilitate knowledge and experience exchange between regulatory experts and innovators.

The initial inception of M1 MedTech was the result of a personal experience with a company who didn’t understand the fundamentals for regulatory interactions and didn’t know how to appropriately engage with consultants, resulting in time and money wasted.

Enhancing collaboration among Houston's life science stakeholders — including academia, research institutions, healthcare providers, subject matter experts, innovators, and investors — is fundamental for growth. A robust and lively professional network can stimulate innovation and help emerging companies access essential resources.

To this end, Houston should organize more industry-specific events, workshops, and conferences, connecting key life science players and showcasing the city's commitment to innovation. These events can also offer networking opportunities with industry leaders, attracting and retaining top talent. We’ve seen some of this with the Texas Life Science Forum and now with the Ion's events, but we could afford to host a lot more.

Houston's life sciences sector holds immense growth potential, but addressing funding, talent recruitment, regulatory navigation, and collaboration challenges is needed for continued success. By tackling these issues and leveraging its unique strengths, Houston can establish itself as a significant player in the global life sciences arenas. If we wait too long, we won’t be able to truly establish the Third Coast because another player will come into the mix, and we’ll lose companies like BioMatrix to their golden shores.

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Isabella Schmitt is the director of regulatory affairs at Proxima Clinical Research and principal at M1 MedTech.

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