Shareholder Representative Services (SRS) Relieves Venture Capitalist of the Stockholder Representative Headache
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Former Shareholders of Era Systems Name SRS as Their New Representative in Merger With SRA International SAN FRANCISCO--(Business Wire)-- Being the representative of the shareholders who sold a venture-backed company to a big corporation is a lot of work - even if the merger goes flawlessly. Venture capitalist Jonathan Perl with Boulder Ventures knows firsthand - he has been a shareholder representative before, and recently signed up to do it again, in the merger of Era Systems Corporation, which was acquired in 2008 by SRA International (NYSE:SRX). This time, Perl thought better of his decision and turned the job over to Shareholder Representative Services (SRS), the professional choice for managing the post-closing escrow period after a merger. "Typically, SRS is named to represent the selling shareholders prior to the execution of the merger agreement," said Mark Vogel, Managing Director of SRS. "In this case, however, SRS was brought in to represent the selling shareholders a full five months after the merger was completed." In its role as successor shareholder representative, SRS will now professionally manage the post-closing escrow process on behalf of the former shareholders of Era Systems. This includes handling possible claims by SRA International related to working capital disputes, earnouts, or breaches of representations or warranties; communicating with escrow agents and other parties to the transaction; and resolving other matters that may arise. Perl said that he was thrilled that SRS was available to step in. "I originally agreed to be shareholder rep over the summer when we signed the merger agreement, but at the time, I was not focused on the energy and time required to be an effective rep," said Perl. "After the merger closed, I quickly realized that having a team of professionals dedicated to managing issues related to the escrow and reporting back to all shareholders on a regular basis was better for the shareholders and better for me and there was no reason not to turn the job over to SRS." Like many other venture capitalists, Perl learned of SRS`s unique service as a shareholder in another M&A transaction, HP`s 2008 acquisition of LeftHand Networks. "I hadn`t thought about outsourcing the Era Systems job until the LeftHand deal. But when I saw what SRS does and spoke to them, I got religion," said Perl. About Shareholder Representative Services (SRS) Shareholder Representative Services saves venture capitalists time and money during the escrow period following the sale or acquisition of one of their portfolio companies. SRS has more experience managing the post-closing escrow period than anyone else: since 2007, SRS has represented more than 200 venture capital firms and managed the escrow period in more than 29 venture-backed M&A deals valued at over $4 billion. Venture capitalists who have used SRS say that hiring SRS to manage the post-closing escrow period is the smart thing to do, because being the shareholder representative involves real responsibilities and risk, including the possibility of personal legal liability for individuals who take on this role. More information: www.shareholderrep.com Jon Greer Consulting Jon Greer, 510-547-7123 Copyright Business Wire 2009
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