If you own a winery, vineyard or wine brand or are considering the purchase or sale of any of these, this program is a must to better acquaint you with the purchase and sale process!
Our experienced faculty will guide you through key aspects of the process, including:
- Valuation of wineries, vineyard property, brands and the current market for wine assets, vineyard land and operating entities
- How to prepare for sale to ensure that sellers maximize value, and alternatively how successful buyers approach an acquisition in the wine industry
- Key legal issues that arise in a purchase and sale transaction, including Letters of Intent, legal due diligence and the negotiation of definitive documents
- Real estate issues specific to vineyard property that frequently arise in a transaction setting
- Potential transaction show stoppers and ways to avoid them
Thank you to the Seminar Co-Sponsors
Wines and Vines and
Old Republic Title Company, and to the Reception Sponsor
Gaw Van Male.
Seminar Co-Sponsors:
We have recently changed our On Demand program
so attendees
can view across more platforms. Check the new system requirements.
Check the credits section for homestudy credits available for the On Demand.
This seminar must be downloaded and viewed before it expires on November 9, 2013.
For questions call 800-574-4852 or email to
info@theseminargroup.net
Credits: See the credit section for full information
CA CLE - 6.25 General CLE Credits
WA MCLE - 6.0 Hours of Self-Study Credit
OR CLE - 6.25 General CLE Credits
Who Should Attend:
Attorneys
Winery Owners and Operators
Farmers and Vineyard Managers
Land Use Professionals
Architects and Engineers
Finance Professionals
Government Officials
Anyone Involved with Winery Purchase and Sales
Friday, Nov. 9, 2012
| 9:00 | Introduction and Overview |
Gaw Van Male
| 9:10 | Current Trends in Pricing of Winery,
Vineyard and Related Assets |
Present and Future Projected Valuations of Wineries,
Vineyards, Hard Assets, Brand and Goodwill
The Correia Company
Frank Rimerman + Co. LLP
| 10:15 | Due Diligence for Winery and Vineyard
Purchases and Sales; ABC/TTB Compliance
Issues; Winery and Vineyard Development
Issues |
Establishing Valuations of Hard and Soft Assets
including Real Estate, Equipment and Machinery,
Buildings and Housing, Inventory (on the Vine,
in the Cask, in the Bottle); Outstanding Contracts
and Sales Agreements; Relationships with Vendors,
Customers, and Distributors; Tenant-Landlord Issues;
Identification of Areas often Overlooked; Human
Capital
Moss Adams LLP
winelaw.net/KC Branch Firm,
A California Law Firm
Riechers Spence & Associates
Land Use Planning Services
| 1:15 | Winery and Vineyard Purchase and
Sale Transactions and Alternatives. Key
Definitive Agreement Provisions for
Maximizing Seller Value and Minimizing
Seller Risk |
Types of Purchases and Sales Today: Identifying
the Best Solutions for Completing the Purchase and
Sale of a Winery or Vineyard including Business-
Only Sale; Leasebacks; Stock Sale; Joint Sale;
Lifestyle Investor; Private Equity; M&A; Public
Company Acquisition; Strategic Partnerships; Buying Out a Partner; Partial Sale; Representational
Accuracy in the Statement of Warranties
Gaw Van Male
Bacchus Capital Management LLC
Gaw Van Male
Moss Adams LLP
| 3:00 | Financing: What Lenders are Looking For
and How to Set Yourself Up for Funding |
Lender’s Perspective on Wineries and Vineyards;
Debt to Equity Ratios; Cost of Capital; Most
Effective Uses of Capital; Deal Structures; Capital
for New Businesses; Capital for Established
Businesses; The Power of the Right Team
North Coast Ag. Banking Ctr./Premium Wine Group
Bank of the West
Bacchus Capital Management LLC
Vice Pres., Vineyard/Winery Finance Group
American AgCredit ACA
War Stories and Preventative Measures that Really
Would Have Helped
Gaw Van Male
International Wine Associates
Gaw Van Male
Moss Adams LLP
| 5:00 | Reception ~ Sponsored By: |
K. Christopher (“KC”) Branch, Program Chair, is Owner of winelaw.net/KC Branch Firm, which he founded in 1996. He has practiced law in the State of California for over 20 years. He represents entrepreneurs, corporations, LLC’s, trusts and partnerships. He actively teaches professionals and students at regional wine forums, local colleges and major wine universities in France and California.
Wyman G. Smith III, Program Chair, is a shareholder with Gaw Van Male and a member of the firm’s Board of Directors. He serves as Chair of the Wine Law Practice Group and the Business and Real Estate Group. His advice to corporations, LLCs, partnerships, family businesses, and individuals extends to matters relating to securities, finance, negotiation, licensing, permitting, real estate, and tax and estate planning implications.
Adam Beak is Senior Vice President and Manager of the North Coast Agricultural Banking Center/Premium Wine Group at Bank of the West. In this role, he oversees all winery, vineyard and wine industry-related business for the bank.
Rick Boland, Senior Business Consultant with Moss Adams LLP, has over 25 years of senior level executive experience providing financial and operational leadership and consulting advice to companies across a variety of industries.
Tony Correia, ARA, MRICS, owner of The Correia Company, provides a wide array of valuation and consulting services on agricultural and rural properties, specializing in challenging valuations involving wineries, vineyards, estate planning, interests in real property, and water rights.
Nicholas E. Donovan is a member of Gaw Van Male in the firm’s Wine Law group and Business Law group. He focuses on corporate finance, general corporate matters, mergers and acquisitions, and public securities issues.
Josh Grace is a Managing Director at International Wine Associates and has over 15 years of financial management, valuation, accounting and corporate advisory experience, with a specialization in the wine and liquor industry.
Quinton Jay, Managing Director with Bacchus Capital Management LLC, has 15 years of experience running both boutique and well-known wineries as well as in strategic consulting in the wine and finance industries. He is responsible for sourcing and evaluating potential transactions.
Hugh A. Linn, PE, Principal and President of Riechers Spence and Associates, is the firm’s business manager and leader of its executive team. He has both a public and private engineering background, and previously served eight years with the Napa County Public Works Department.
Conor J. Massey, a member of Gaw Van Male, focuses on the areas of wine law, business law, sales and acquisitions, transactions and land use, and commercial property leasing. He is a member of the firm’s Real Estate Group and its Board of Directors.
Joseph Orlando is a Senior Manager at Frank Rimerman + Co. LLP and leads the firm’s Business Valuation Services practice. In addition to managing the practice, he focuses on fundamental valuation for tax and financial reporting purposes as well as litigation and family law.
Jeffrey Redding is the owner of Land Use Planning Services, an environmental consulting business, since 2001. He serves on the Preservation Napa Valley Board of Directors and was previously Director of Conservation, Development and Planning for the County of Napa.
Jay Silverstein, a principal with Moss Adams LLP and a member of the firm's Wine Industry group, is a frequent writer and speaker on complex tax, business, and personal issues involved with succession and estate planning for winery owners and their families.
John Somers is a Vice President for American AgCredit ACA in the Vineyard and Winery Finance Group. Over the last 15 years, he has worked primarily in the North Coast financing vineyards and wineries in Napa, Sonoma, Lake, and Mendocino Counties.
This seminar is approved for the following credits
CA CLE
THE SEMINAR GROUP is a State Bar of California approved MCLE provider; therefore, this course is approved for 6.25 general CLE credits.
WA MCLE
This course has been approved for 6.0 hours of Washington MCLE credit with the Washington State Bar. Self-Study credit may be available.
This course has been approved for 6.0 hours of Washington MCLE self-study credit.
OR CLE
This course has been approved by the Oregon State Bar for 6.25 General CLE credits. - The Seminar Group is an Accredited Sponsor.
If this seminar has not been approved for the credits you require, let us know and we will look into it for you.
Information on Continuing Education Credits
| Single Registration |
$595.00 |
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| 2 or more (each) |
$570.00 |
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| Government Employee |
$495.00 |
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| Non-Profit / NGO |
$495.00 |
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| Winery / Brewery / Distillery |
$495.00 |
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| New Associate |
$460.00 |
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| Paralegal |
$460.00 |
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| Student |
$327.00 |
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| Printed Course Materials |
$125.00 |
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| DVD Homestudy |
$620.00 |
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| CD Homestudy |
$620.00 |
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| Downloadable Course Materials |
$100.00 |
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| On Demand (All Sessions) |
$595.00 |
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| On Demand Session 1 |
$105.00 |
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| On Demand Session 2 |
$183.00 |
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| On Demand Session 3 |
$157.00 |
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| On Demand Session 4 |
$105.00 |
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| On Demand Session 5 |
$105.00 |
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Fee Description
Cancellation Policy
We will refund your tuition less a $50 cancellation charge if we receive your cancellation by 11/2/2012.
| This seminar is being held at: |
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| The Meritage Resort & Spa |
|
875 Bordeaux Way
Napa, CA 94558
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| Phone: (707) 251-1900 |
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A courtesy block of sleeping rooms has been set aside at a group rate. To reserve, please call the resort and ask for in-house reservations. Mention THE SEMINAR GROUP.
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Get directions to seminar location.
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Download brochure to get a printable version of all seminar information.
Register now.
Click here for more information regarding registration.