Tuesday, April 24, 2012

Marlen Kruzhkov: Understanding the nature and limitations of the business integration process

Atty. Marlen Kruzhkov has extensive experience in representing clients in connection with general corporate and transactional matters, including mergers and acquisitions.
Marlen Kruzhkov photo credit: i.bnet.com

As seen in recent trends, the core of a merger or acquisition is the transfer of capabilities, which involves the restructuring of resource sharing and transferring of functional proficiencies or general management skills. In addition, an increased market power due to the “combination process” can also expand benefit options for the unified company.

What rests on a successful merger is the creation of a sound atmosphere—a business environment that promotes reciprocal understanding, willingness to strengthen cooperation, slack resources, competence to transfer the skills, and understanding of the cause-effect issues of the acquisition.

Atty. Marlen Kruzhkov is a member of the New York Bar and the New Jersey Bar. He is a former Co-Chairman of the Russian Leadership Division of the United Jewish Appeal (UJA) and Chairman and Founder of the Russian Speaking Business Attorneys Network (RUSBAN).

Marlen Kruzhkov photo credit: freeola.com

Determinism, value destruction, and leadership vacuum.
Acquisitions have proven to be very effective in augmenting a company’s marketing strength and combating low-key revenue generation. However, not all ventures run seamlessly.

Determinism, the inability to modify the foundation for the acquisition—even when new information that has been previously non-existent is already available—is one of the most common problems that acquisitions encounter. Every acquisition devastates psychic value (the cost that measures the stress of having to think about a transaction), and unless management takes some actions, this will impede the readiness of employees to work on the integration. Additionally, institutional and administrative leaders should have the operative capacity to integrate and achieve synergies. This will help the merger prevent or recover from the destructive effects of determinism.  

Atty. Marlen Kruzhkov practices at Gusrae Kaplan Nusbaum PLLC— a New York-based law firm that supports clients in corporate finance transactions by providing a wide array of legal advice on the securities industry. Visit www.gkblaw.com for more details.

From Marlen Kruzhkov

Monday, April 23, 2012

Marlen Kruzhkov: Understanding joint ventures

Throughout the years, Atty. Marlen Kruzhkov has represented clients of Gusrae Kaplan Nusbaum PLLC on areas of corporate and transactional law. These include joint ventures.

Marlen Kruzhkov photo credit: assets.portfolio.com

A discussion on joint ventures

A joint venture is defined as the partnership formed by two or more individuals or organizations. The partnership involves undertaking a specific enterprise for a specific purpose, such as sharing technology, developing a product, or gaining entry to foreign markets. Under such agreement, partners contribute certain kinds of assets, and share in risks and profits.

Advantages and disadvantages of joint ventures

Joint ventures can help a business grow faster, increasing productivity and generating huge profits, without having to make use of borrowed funds.

Marlen Kruzhkov photo credit: elawyer.com

“Atty. Marlen Kruzhkov of Gusrae Kaplan Nusbaum PLLC has extensive experience in representing clients in general corporate matters such as joint ventures.”

They can be used to market a particular product using a partner’s customer database. They can also allow an entity to sell services or products owned by its partner.

But it is also important to consider certain risks before coming up with a partnership agreement. These include the possibility of having different objectives for the joint ventures, finding imbalance in levels of expertise, and having to cope with different cultures and management styles.

Marlen Kruzhkov photo credit: gkblaw.com

Atty. Marlen Kruzhkov is a member of the New York Bar and is admitted to practice in New York, New Jersey, Southern District of New York, Eastern District of New York, and District of New Jersey. He is also the chairman and founder of the Russian Speaking Business Attorneys Network (RUSBAN). Access more information at www.gkblaw.com

Thursday, April 19, 2012

Marlen Kruzhkov: Understanding the reverse merger process

This newest Atty. Marlen Kruzhkov blog post focuses on explaining the reverse merger process to readers. Its benefits are also made clear herein.

From Marlen Kruzhkov

Reverse merger or reverse takeover happens when a private company acquires a public company to bypass the lengthy and complex process of going public. It allows the acquiring company, which is often required to reorganize its capitalization, to access a wider range of capital investments and appeal to a variety of investors.

In the process, the private company’s shareholders receive substantial majority of the shares of the public company, which is now referred to as a “public shell company” because all that exists in it is only its organizational structure. They also gain control of the public shell company’s board of directors.

“Atty. Marlen Kruzhkov represents clients
in connection with general corporate
and transactional matters.”

From Marlen Kruzhkov

The transaction involves three important stages: 1. Exchanging information between the two companies involved; 2. negotiating the merger terms; 3. signing a share exchange agreement.

When navigating through these stages of the transaction, companies are often advised to seek guidance from legal experts who are knowledgeable in general corporate and transactional matters.

Gusrae Kaplan Nusbaum PLLC partners with attorneys who have extensive amount of experience representing clients in reverse mergers. Over the last few years, the firm has participated at various stages in nearly 10 reverse merger transactions.

Atty. Marlen Kruzhkov is one of the firm’s members who can give useful advice regarding corporate and securities transactions. Learn more about him and his qualifications by accessing his corporate profile at www.gkblaw.com.

From Marlen Kruzhkov

Monday, April 9, 2012

Atty. Marlen Kruzhkov: The motives behind mergers and acquisitions

Marlen Kruzhkov photo credit: assets.portfolio.com

Sustaining robust growth has never been an easy job for business owners. Corporate lawyers like Marlen Kruzhkov believe that for a company to survive in an economically vulnerable sphere, it’s sometimes necessary to hinge a partnership deal with another company, effectively managing the entire system, reducing costs, and augmenting cash flow. Hence, there is the existence of mergers and acquisitions (M&A).

The governing rationale behind the idea of M&A is that acquiring another business can dramatically improve financial performance. The following are some of the specific motives that make M&A an influential force in the corporate arena:

Economy of scale. Profit margins are often significantly increased when companies consider a merger. This is generally due to the reduction of fixed expenses, removal of duplicate departments or operations, and the lowering of the costs of the company relative to the same revenue stream.

Marlen Kruzhkov photo credit: i.bnet.com

Economy of scope. Atty. Marlen Kruzhkov agrees that in order to systematize the operations of a certain business, parameters in all areas of concern should be set. The economy of scope refers to the range of demand-side changes that businesses undertake, such as increasing or decreasing the scope of marketing and distribution of different types of products.

Increased revenue or market share. When two separate companies in the same industry combine, the weight of competition is lessened. Therefore, there is the tendency to increase the market power (through an increased market share) to set prices.

Resource transfer. Because not all firms share the same kind and number of resources, establishing mergers can maximize and heighten the value of these resources. This process can create significance through either overcoming information asymmetry or by combining scarce resources.

Marlen Kruzhkov photo credit: media.freeola.com

Marlen Kruzhkov is a partner at Gusrae Kaplan Nusbaum PLLC, an AV-rated law firm founded more than three decades ago by the Chief Attorney of the U.S. Securities and Exchange Commission's New York Enforcement Division. For more information, visit www.gkblaw.com.

Wednesday, February 8, 2012

Marlen Kruzhkov: Mediator in modern business transactions

Transactions in the corporate world can be quite a headache without the requisite legal counsel, and this can be particularly confusing for foreign businesses. Attorney Marlen Kruzhkov, partner at Gusrae Kaplan Nusbaum PLLC, provides counsel to businesses in the field of securities trading. Such businesses include those outside the United States; the firm has provided counsel to companies from the United Kingdom, Israel, Mexico, Korea, and many others.

Marlen Kruzkhov

The firm provides legal services for a variety of industries, including consumer products, telecommunications, and software. The key to the wide range of the firm’s corporate transactions counseling for both domestic and international is the encompassing experience and specializations of its roster of attorneys. Its attorneys have extensive involvement in corporate transactions. And quite a few of them, like Marlen Kruzhkov, have represented international corporations before.

Marlen Kruzkhov

Atty. Kruzhkov, a multilingual attorney, specializes in corporate and securities transactions. Having had experience with clients from Russia and many other countries, he and his skills are a valuable asset to the firm and its areas of practice.

Corporate transaction services offered by Gusrae Kaplan Nusbaum PLLC include reverse mergers, PIPE transactions, hedge funds, mergers and acquisitions, broker-dealer regulation, and general corporate and commercial advising.

Marlen Kruzkhov

More information on Marlen Kruzhkov and the other attorneys at Gusrae Kaplan Nusbaum PLLC and their respective areas of practice are available at the firm’s official website.

Tuesday, February 7, 2012

Marlen Kruzhkov: Corporate law specialist

Marlen Kruzhkov Photo Credit: peellawchambers.com

Marlen Kruzhkov is one of Gusrae Kaplan Nusbaum PLLC’s partners who specializes in corporate law. In 1995, he graduated with honors at Boston University with a Bachelor’s degree in Economics, and was awarded with a Juris Doctor degree by the Northwestern University School of Law in 1998.

Since the start of his practice in law, he has had various opportunities to represent many clients in issues regarding corporate and transactional matters, including mergers and acquisitions, corporate governance, corporate restructuring, corporate finance, financing transactions, joint ventures, international transactions, and employee relations. Aside from guiding corporations through sometimes problematic business issues, he also regularly represents companies in corporate or business litigation.

Marlen Kruzhkov Photo Credit: ilex.org.uk

With a little over a decade of practicing law, Marlen Kruzhkov has already made a name in the industry and his expertise is now sought by many multinational companies looking for representation in court.

Indeed, Atty. Kruzhkov has proven himself as a worthy addition to the firm’s list of member attorneys. His presence in GKN has allowed the firm to continue to offer assistance to all of its clients in virtually every area of federal and state securities laws, in various types of transactions, and in issue resolution.

For more information on Marlen Kruzhkov and on Gusrae Kaplan Nusbaum PLLC, visit www.gkblaw.com.

Marlen Kruzhkov Photo Credit: scenechange.com.au