Curt Harler

Sunday, 24 February 2008 19:00

A healthy team

Everyone supports the idea of a fit and healthy staff. Healthy workers have lower absenteeism rates and, in the long run, it’s cheaper to insure a healthy staff. So, it’s only fitting that management supports an effective wellness program in the work-place, says Doug Ribley, vice president of health and wellness services at the Akron General Health and Wellness Centers.

However, needs will vary depending on the business — program requirements for workers doing heavy lifting will be different than those at a sedentary computer center.

Smart Business spoke with Ribley about ways to develop effective health and wellness programs in the workplace.

How do you define the specific needs for a health and wellness program?

Corporate health and wellness programs are unique to each organization based on employer objectives, budget and specific health risks associated with the employee population. Employer based health and wellness initiatives typically include the following components: assessment/screening, health education, physical activity, workplace safety/ergonomics, healthy nutritional options, recognition/accountability, and executive physicals. Many organizations offer a subset of these programs. However, the most effective programs are comprehensive in nature and require a total commitment.

What does a program cost?

A program with basic screening and health education will cost a few thousand dollars. A comprehensive, all-inclusive (and effective) program, with on- or off-site health and fitness centers and staff, can run into the six-figure range. However, the more significant the program, the greater the return. It has been documented through numerous case studies that a healthy work force directly correlates to a healthy bottom line. It is also important to note that any level of corporate commitment is better than no commitment at all.

What are the space requirements?

It’s dependent on the program objectives; however, a meeting space is appropriate for screenings and health education. This space can be used for group exercise classes, as well. Although creative design can have a significant impact on space requirements related to an on-site health and fitness center, typically center size requirements range between 5 to 10 square feet per participant.

How do you make it convenient for everyone?

When planning an employee health initiative, it is fairly obvious that the greater the participation, the better the outcome. For this reason, it is important to consider all participation factors with an emphasis on convenience. If a program is not offered at a convenient time or location, it is likely that the desired outcome will not be realized. Programs need to be offered during all shifts, and facilities need to be readily accessible.

Should incentives be put into place?

The most effective employee health initiatives put as much emphasis on recognition and incentives as they do on the actual program design and delivery. Since a health risk appraisal and physical assessment is critically important to creating an organizational base line, many organizations will offer a gift or cash payment when employees complete this assignment. Additionally, since physical activity plays such a significant role related to chronic disease and risk factor reduction, many organizations will make internal or external health and fitness facilities available to their employees and actually provide 100 percent reimbursement directly to the employee if he or she achieves certain participation goals, such as completing an exercise program a minimum of 12 times per month.

How do you assure accountability?

This is accomplished much like accountability is established within business units and/or departments. A professional staff should accurately and regularly monitor program goals, progress toward the goals and participation. This should be looked at organization-wide through the accumulation of aggregate data and with employee approval. Individual results can be reviewed and discussed with specific employees, as well.

What is a reasonable time frame for ROI?

The greatest challenge related to employee health initiatives is that the ROI is realized after effort and resources are invested over a varied period of time. This is not a ‘quick fix.’ We know that regular participation in employee health and wellness programming will produce improved morale, improved retention, reduced absenteeism, reduced onthe-job injuries and a reduction in health care costs, to name a few. A company can expect a $3 return on investment for every $1 invested. The reality is that this return will require a steady, committed and focused effort over time with the financial return being recognized after two to three years.

How do you measure success?

It is important to track program statistics related to morale, retention, absenteeism, injuries and cost reductions and compare to preprogram figures. It is clear that health initiatives work but only for organizations that embrace the approach, create the culture and stay committed for the long haul.

DOUG RIBLEY is vice president of health and wellness services at the Akron General Health and Wellness Centers. Reach him at

Tuesday, 29 January 2008 19:00

Stop, thief!

Identity theft is a huge problem, and it is only going to get bigger. All executives have a wallet full of tempting targets for a thief — targets that will give a crook the information required to live the high life while the victims are faced with months of toil just to recover their good name. Crooks can get information from your computer or coax it out of you in a phone call.

Identity theft is the most up-and-coming type of fraud, growing leaps and bounds over the past five years, according to Sue Zazon, president and CEO of FirstMerit Bank in Columbus.

For the thief, identity theft is a quick and easy way to make a buck. If the thief is a good talker, he or she can get the smallest piece of personal information from a person and use it. The thief manipulates that information to get more personal details and access to both personal and business accounts and assets. This type of theft is not likely to disappear any time soon.

Zazon encourages people to educate themselves on ways to protect personal information and to be diligent about personal finances. There are many safeguards in place that people need to utilize instead of viewing them as nuisances, and if your identity is stolen, you’ll quickly realize how valuable they are for you. It is often common sense and diligence that can protect you and minimize your risk of becoming a victim, she says.

Smart Business spoke with Zazon about identity theft and how to prevent it.

How does one fall prey to identity theft?

Personal information can be literally stolen from an individual out of the mail or from personal belongings, such as a wallet. Information can also be stolen by phishing. Phishing occurs when an e-mail is sent from what looks to be your credit card company or your financial company. These e-mails often resemble official e-mails but are actually sent by thieves looking for personal information. These e-mails will ask you to reply immediately with your account number and/or PIN or your account will be frozen. One should be on the lookout for such emails and never reply. If you reply with such information, a thief has everything he or she needs to start charging debts in your name.

How can we keep tabs on our identities?

People should be aware and diligent when it comes to their personal information and finances. Many times, people realize their identity has been stolen when they do not receive a credit statement in the mail. If a person is suspicious that his or her identity has been stolen, he or she should review his or her credit report. Everyone is entitled to one free review of his or her credit report. A review does show up as an inquiry but is not detrimental to one’s credit score. The big three are Equifax, Experian and TransUnion. Each site has information on freezing credit, credit scores and credit monitoring.

A fraud alert can also be placed on accounts if you are suspicious or have been a victim in the past. These alerts require you to be notified each time credit is requested. While this may seem burdensome, it is designed to protect you as the consumer.

What should someone do when he or she finds his or her identity has been stolen?

There are four steps people should take when they know their identity has been stolen. Diligent documentation can help them through each step. One, place fraud alerts on all accounts open because a thief may try to compromise more than one account. You should also notify the credit bureau at this time. Only one major creditor needs to be notified, as it will notify the others. Two, file a police report. Identity theft should be reported as soon as possible to the authorities so they can start a formal investigation. Three, close out accounts that have been compromised. Call and send written notification to the companies of which you have been a victim and ask for all accounts to be closed immediately to prevent future debts. Include a copy of the police report for the companies. And, four, file a claim with the Federal Trade Commission.

Are people held responsible for debts accrued when an identity is stolen?

Most debts are forgiven with proper documentation and persistence on the part of the consumer. It takes time and personal energy to recover such losses. Not all debts are forgiven. Some identity theft victims deal with credit issues throughout their life. Prevention is key so identity theft is never experienced.

So how can one prevent identity theft?

It’s paying attention to little things. Do not place bills or letters with personal or account information in the mailbox outside of your home. When the flag goes up to tell the mail carrier there is mail inside, it is just waving to a thief who knows he or she can obtain information. Do not leave personal mail by the front door or out in plain view. If your home is broken into, a thief may swipe such statements. These often go unnoticed, but if a thief obtains such documents, he or she can have access to your assets even after he or she leaves your home. Do not carry personal identification, such as a Social Security card in your wallet. Do not put your Social Security number on your driver’s license. Password protect all personal and bank accounts. Do not use simple passwords or include personal information in passwords. Utilize a shredder for all credit card offers, bills and any other potentially informative documentation. Finally, utilize the safeguards put in place by companies.

SUE ZAZON is president and CEO of FirstMerit Bank in Columbus. Reach her at or (614) 545-2791.

Sunday, 25 November 2007 19:00

Swaying prospective buyers

No matter what industry or business you’re in, everyone knows the customer comes first. But have you ever noticed that, with every touch point, there are multiple opportunities for mistakes — and the chance to add in customer dissatisfaction? Building a truly fantastic customer experience means managing everything in this value chain well, says Steve Boyazis, executive vice president at InfoCision Management Corp., Akron, Ohio.

One way to make the customer happy is to respond quickly to basic requests for information. It would seem to be a nobrainer that a business should get the information to potential customers quickly. But, to some businesses, “quickly” may mean a week or several days.

Smart Business asked Boyazis for more insight into some research by InfoCision that proves how vital a speedy response is to customer satisfaction as well as purchasing.

You recently did a study that addressed customer buying response. What were some of the study’s significant results?

The study we did was to determine the effect of time lag on customer response when the customer is requesting information. The hypothesis was that, when people were considering a buying decision but sitting on the fence and had only requested additional information, the timeliness of when they received that information really affected their intent to purchase.

When a call center’s fulfillment process is streamlined for quick turn, variable lot and fully customized mailing that guarantee the lowest postage costs, it is able to provide a cost-effective daily mailing/shipping solution without having to stockpile requests until bulk limits are reached. Our test theory was that quicker turnaround time would lead to increased conversion and an increase in the average spending per prospect.

To test the effect of timing on the fulfillment of collateral material for noncommittal prospects who wanted more information, a controlled test was organized at our fulfillment center to compare sending the materials: 1) within 24 hours of the phone call, 2) at the 72-hour mark — deliveries batched twice weekly, and 3) at the 168-hour mark — deliveries batched once per week.

What did you find out?

The table below summarizes our results and it’s clear that the speed of collateral fulfillment delivery is a key driver in the success of converting ‘fence-sitting’ prospects to sale. We found that the group that sent its collateral packages within 24 hours converted at a 3 percent higher rate than those who were mailed twice weekly. On top of that, those who had their information sent within 24 hours also had an amazing 14 percent high average spending rate than those who were mailed twice weekly. We also found that they converted at a 22 percent higher rate than those mailed weekly.

Was this a one-time test?

No. We’ve tested this theory time and again, across commercial clients and nonprofit ‘maybe’ donation responses alike, and the results are always similar. Specifically, you get a better return by responding to your clients quickly and personally.

For example, let’s say you are a Direct TV infomercial company that sells 100 products a day at an average price of $23 and have another 100 leads a day that are ‘fence-sitters’ that need more time to make a buying decision. Personalized fulfillment in one day versus seven days leads to more than a 20 percent increase in response rate and 14 percent increase in spending. This translates into a 6 percent overall revenue gain. Identifying all these potential points of leakage and managing them as close as possible will help you create the best overall client experience.

STEVE BOYAZIS is executive vice president at InfoCision Management Corp. in Akron. Reach him at (330) 670-5877 or In business for 25 years, Info-Cision Management Corporation is the second largest privately held teleservices company and a leading provider of customer care services, commercial sales and marketing for a variety of Fortune 500 companies and smaller businesses. InfoCision is also a leader of inbound and outbound marketing for nonprofit, religious and political organizations. InfoCision operates 31 call centers at 12 locations throughout Ohio, Pennsylvania and West Virginia. For more information, visit

Friday, 26 October 2007 20:00

Banking at the office

Employee benefit packages often play a large role in businesses hiring the best employees in the industry. A good benefits package can be what makes an applicant choose your company over the competition. Workplace banking is a service that employers can offer to employees at no cost to the business.

Workplace banking is a financial solutions benefit. This is a voluntary program that offers employees banking services with discounted rates and incentives. Products include free interest-bearing checking accounts with no monthly fees, unlimited ATM withdrawals and waived mortgage application fees. Other offers include periodic CD and rate specials, overdraft protection and free online banking and bill pay.

In addition, there might be rate reductions on installment loans and no annual fees on the bank’s credit card, according to Rob Kruse, business banking team leader for FirstMerit Bank in Columbus.

“Most people run in and out of banks and do not have a relationship with their bank representatives,” says Kruse. “These programs offer employees someone to sit down with and talk to about their options and how they can increase their wealth.”

Smart Business spoke with Kruse about workplace banking and how it can benefit employees.

Why should companies offer workplace banking?

The cost of health care and insurance coverage is an outrageous expense for many companies. This program is a nice added-value benefit the company can offer at no expense. The program helps employees manage and increase personal wealth and helps to make the employees feel appreciated. It adds to the overall benefits package for the employees and shows that the company is concerned and wants to see its employees be successful.

Workplace banking does not invade an employee’s privacy. Though the company is offering the program, it does not have access to personal accounts or information. Once the company introduces and endorses the workplace program, the company no longer has any involvement with personal financial records.

What should business owners look for when selecting a bank to provide a workplace-banking program?

The program is intended to be an additional benefit to employees. Business owners should research potential banks before they enter into an agreement. You may choose a bank where you already have a business relationship. The bank should have a good reputation in the business world and in the community and should provide a sense of stability for employees.

As always, you want a bank that offers excellent service and competitive rates. Trust and reliability is also a necessary factor to a successful program.

A bank should be able to offer easy access if an employee already has accounts with that bank. Employees should not have to close existing accounts. Rather they should be able to change the account status so they are provided with all the benefits of work-place banking.

How does workplace banking benefit employees?

The program is designed for the employees. Ultimately, it saves them time in their busy schedules. With services such as direct deposit, employees gain immediate access to paychecks and protection against overdrafts. Some banks place a hold on a portion of the deposit. With workplace banking, an employee has immediate access to funds and can set up automatic bill pay to coincide with direct deposits.

Workplace banking offers peace of mind to employees, since this reduces the chance of fraud or lost checks. The services also prevent the employee from being tied down. Checks are deposited and bills are paid the same time each month, whether the account holder is at home or on vacation. Workplace banking also saves employees from fighting busy traffic or going out in poor weather every time they want to make a bank transaction.

Bank representatives visit companies and conduct on-site presentations to introduce the bank and its programs.

Promotional materials are also sent to employees as new products arise. This portion of the program is beneficial to all employees, even if you do not enroll in the program. Bank representatives offer educational information about products and options for individuals and answer questions for employees.

Are employees tied to a particular branch?

The program does not require the use of one certain branch or personal banker. You can bank at any branch in the area or outside the city. Accounts are simply tagged as a workplace-banking employee. The same service and benefits are offered at every branch.

ROB KRUSE is a business banking team leader at FirstMerit Bank in Columbus. Reach him at or (614) 659-1278.

Friday, 26 October 2007 20:00

The old, new green approach

Every enterprise has inventories of old, unused and outdated computer equipment sitting around. Some might be CPUs that are inadequate for today’s business applications. Others are obsolete monitors or printers that simply lack the speed and reliability to function in today’s go-go-go office environment.

Nobody likes to just toss out appliances. And, in some jurisdictions, it is illegal.

Smart Business spoke with Greg Jacobs, vice president of global logistics at Pomeroy IT Solutions, Inc., about what to do with used computer equipment.

How do the green guidelines of reduce, reuse and recycle apply to computer equipment?

That’s a great question because a lot of people will associate following ‘green’ principles with end-of-life computers. It actually applies to all computing assets from the time they are purchased through end-of-life. The level of technology for end-of-life computer equipment can vary widely between companies depending on how aggressively they deploy new technology. It can also vary by types of users within companies.

For example, a two-year-old, high-end computer used by engineers may become obsolete because they need more computing power. When a new asset is purchased, the old computer can be redeployed to an administrative user, becoming a tremendous performance improvement while eliminating the need to purchase a new computer.

Assets that are unusable also present opportunities to follow green guidelines because they may have value to other companies, charitable organizations or schools. A fair number of these assets still have computing life and can be resold or donated. Also, some equipment can be resold and broken down for parts. For assets that aren’t useful to anyone, proper disposal is critical.

Can't old equipment just be thrown away?

No, there are EPA regulations against that. Computer equipment that is thrown away can end up in landfills. As it breaks down, it releases toxins into the soil and environment. The key is to establish a relationship with an EPA-certified disposal organization that has invested in the infrastructure to properly break down old technology into the basic components, remove the toxins and dispose of the remaining debris. Depending on the type of equipment, there may or may not be costs associated with proper disposal because there are some components, like precious metals, that can be removed that have value.

Is there a trade-in market for computers?

Actually, trade-ins have always been available from certain companies and channels of distribution. With the increased focus on being green, you’re seeing more offerings develop from original equipment manufacturers and others. Being focused on green guidelines around computing assets represents good, sound business. The focus on green strategies will help all of us develop new and better product and service offerings while protecting our environment.

How can a company implement some of these principles?

It’s dependent on factors such as the size of the company, how aggressively technology is used, and how decentralized or distributed a company is. It’s not one size fits all, but by understanding how employees leverage technology in their jobs, redeployment opportunities can be uncovered.

For larger organizations with distributed facilities, there are companies that can help with the challenges of redeployment. There are economic considerations with some of these decisions, so it’s important to understand each client to determine the proper green strategy. By asking the right questions and using established processes, large clients can save millions of dollars by properly managing the overall life cycle of their computing assets and applying green guidelines.

How long should equipment be kept?

Storage is always a consideration as you try to establish your approach. Another consideration is that people may store equipment for backup reasons. These uncontrolled computing assets are underutilized and exposed to theft, which can pose a security threat because software licenses and data probably reside on the computer’s hard drive.

Best practices incorporate processes that minimize this type of storage and some level of centralization of the assets for use by everyone, not a select few that know about them. With centralization, proper handling processes can be put in place to reclaim software licenses and remove company data. It also makes it possible to properly manage the age of computing assets and to establish relationships with companies that can help properly broker, donate or dispose of equipment following green guidelines.

What other considerations are there?

For smaller organizations, a lot of this can be handled within their office by finding proper storage space and establishing some processes. Larger companies have other considerations such as technology standardization, procurement and financial processes, shipping, software licensing, data security and the overall impact on support. For most companies, though, thinking green not only protects the environment but also has a profound impact on the bottom line. It’s well worth the effort.

GREG JACOBS is vice president of global logistics with Pomeroy IT Solutions, Inc. Reach him at

Friday, 26 October 2007 20:00

Sorting out do-not-call requirements

It has been almost five years since the Federal Trade Commission inaugurated its Do Not Call Registry. To date, more than 140 million phone numbers have been registered with the DNCR. The life of the sign-up was five years. Now, it is time for many people to once again consider whether they want their phone number to be on the list.

June 2008 marks the five-year anniversary of the DNCR’s implementation, according to Steve Brubaker, senior vice president for Corporate Affairs at InfoCision Management Corp.

Smart Business spoke with Brubaker about the DNCR and its various options.

What actually happens in 2008 with DNCR?

When the FTC created the DNCR, it came with the stipulation that all numbers added to the list would stay on it for a period of five years from the date the number was added. In June 2008, the first wave of phone numbers added to the registry will begin to come off. Those people who want their numbers to remain on the list will need to re-register.

Do you expect everyone who was on the list to opt out again?

We certainly expect that a high percentage will opt out again, but I think it’s likely that some people will decide not to because they want to know what offers are out there. When targeted to the proper audience, telemarketing is extremely beneficial for consumers who want to stay in the loop regarding the products and services they may need.

Is it the teleservice company’s responsibility to assure DNCR numbers are not called or the client’s?

As a third-party vendor, it is the teleser-vice company’s responsibility to be compliant with the DNCR and all other state and federal regulations. We take it upon ourselves to make sure each program meets compliance standards relative to the client’s industry and the consumers we call. We have a dedicated compliance team that stays on top of the latest compliance issues and updates our internal systems regularly to account for any changes in laws and regulations.

What if a number was registered three years ago? Must it be re-entered now?

No. Each number that is entered into the DNCR will stay on the list for a full five years from the date it is registered.

What happens if I do not sign up my business number? Will we be bombarded with calls?

Business-to-business calls are exempt from the DNCR, so entering your business number onto the list will have a minimal impact on the amount of solicitation calls your business receives.

What about cell phone numbers?

You may register your cell number, just like you would your landline phone. However, the Federal Communications Commission restricts telemarketers from using automated systems to call cell phones, and nearly all teleservices firms use computerized dialers. The only way you should receive calls on your cell phone is if you have an established business relationship with an organization and have given them specific permission to call your cell phone number.

Are there certain organizations that are not bound by DNCR?

Political and nonprofit organizations as well as surveyors are exempt from DNCR restrictions. In addition, any organization with which you have an established business relationship is permitted to call you for a period of 18 months since your last purchase or use of its service.

Is there any other pending legislation that would affect the direct marketing industry?

Rep. Mike Doyle of Pennsylvania has introduced legislation to make registration on the DNCR permanent. We agree with the FTC’s five-year renewal legislation. Lydia Barnes, director of the FTC’s Bureau of Consumer Protection, stated the FTC’s position in a recent interview with the Associated Press: ‘Just like a regular person who needs to clean out their address book every so often, the Commission felt that was something that was important to do with the registry. It was so easy for people to sign up in the first instance. It will be just as easy for them to re-up.’

Another issue is that more states are beginning to look at creating a do-not-mail registry, which would keep companies from sending consumers solicitations using traditional mail. If implemented, a national do-not-mail registry would have an extremely negative impact on the economy. Direct mail, properly targeted, is a great tool for both marketers and consumers, and stimulates economic growth.

STEVE BRUBAKER is senior vice president for Corporate Affairs at InfoCision Management Corp. Reach him at (330) 670-5156 or In business for 25 years, Info-Cision Management Corporation is the second largest privately held teleservices company and a leading provider of customer care services, commercial sales and marketing for a variety of Fortune 100 companies and smaller businesses. InfoCision is also a leader of inbound and outbound marketing for nonprofit, religious and political organizations. InfoCision operates 32 call centers at 13 locations throughout Ohio, Pennsylvania and West Virginia. For more information, visit

Friday, 26 October 2007 20:00

One club you don’t want to join

The phrase “as serious as a heart attack” is used to indicate that people are deadly earnest about a subject.

Business owners and managers should take the phrase literally as well, according to Emil Hayek, M.D., medical director at Akron General’s Heart and Vascular Center.

“Nobody is immune to heart failure,” says Hayek. “There are, however, many things one can do to reduce the risk of heart failure. You don’t want to join the heart disease club. Once you’re in, you can’t get out. There is no way to cure it. You can only manage it.”

Smart Business spoke with Hayek about heart disease, and what business owners and employees can do to prevent it.

Is it easier to prevent or cure heart disease?

Coronary heart disease is a chronic and incurable disease that is the No. 1 killer of American men and women, despite significant advances in both medications and mechanical interventions, such as angioplasty and stenting. Therefore, as with most chronic health conditions, it is always preferable to prevent the disease than to treat it.

The health and economic impact of heart disease is due to the progressive and incurable nature of the disease, which often leads to recurrent hospitalizations, expensive and invasive procedures and the need for lifelong and multiple medications, in addition to compromises in one’s quality and quantity of life.

Heart disease is, at least in part, a preventable disease. A majority of the world’s population does not die prematurely from this illness as Americans do. Heart disease develops as a consequence of genetics and environmental factors, the latter playing a major role in the Western world.

What are some causes of heart disease?

Dietary habits — like consuming high fat, especially trans-fat, high-cholesterol foods — obesity, physical inactivity and smoking are all choices one makes that may lead to heart disease. These also are associated with the development of high blood pressure, high cholesterol and diabetes, which are chronic illnesses associated with heart disease.

Heart disease, the development of plaque in the coronary vessels, is a process that likely begins at a very young age in most Americans, with some evidence of early atherosclerosis in one’s 20s. However, symptomatic disease, like a heart attack, affects individuals between the fourth and seventh decades, with the risk of dying of heart disease greatest in those older than 65.

Are people more prone to heart failure based on race, sex or age?

Men and women are both affected; however, men are predisposed to develop symptomatic heart disease earlier than women, by approximately one decade. But, it’s the leading cause of death for American women, far in excess of the risk of dying of breast cancer, lung cancer, colon cancer and HIV combined. A family history of premature heart disease is associated with an increased risk, particularly when the relative is a primary relative, i.e. parent or sibling, who developed heart disease early in life — prior to age 65 for women and 55 for men. Heart disease is more prevalent among African-Americans, Mexican-Americans and American Indians.

How can one reduce the risk of heart failure?

There are several steps to take to reduce the risk of developing coronary heart disease, the leading cause of heart failure. For one, quit smoking! Control blood pressure with medication, if necessary. Control cholesterol with diet and medication, if necessary. Adults should know their cholesterol, both LDL ‘bad’ cholesterol and HDL ‘good’ cholesterol, and what their goal levels should be. Exercise, of course, is key. Maintain a healthy body weight and waistline. Waist size is highly predictive of development of heart disease. Men should shoot to be at less than 40 inches, women fewer than 35 inches. Diabetics should control blood sugar with a combination of a healthy body weight, exercise, diet and medication, if necessary. Finally, follow a low-fat, no trans-fat, low-cholesterol diet, with an emphasis on vegetables, fruits and whole grains, and no processed or fast foods.

Is any exercise better than none?

Everyone should try to exercise at moderate intensity for at least 30 minutes a day as many days of the week as they can. But 10 minutes, three times a day, for those who have less time is probably just as good.

What tests should one get during an annual physical to scan for heart disease?

At their annual physicals, all adults should have an assessment of body weight, including waist circumference, blood pressure, complete history and physical exam, cholesterol screening and possibly an electrocardiogram. Stress testing should be considered if one is having concerning symptoms, such as chest pain or shortness of breath, or if the individual has multiple risk factors present.

What can a business do to prepare for possible on-the-job heart attacks?

CPR courses — and possibly obtaining an automated external defibrillator (AED) for larger work environments — is an excellent means to having the work force trained as ‘first responders.’ This may improve the chances of surviving cardiac arrest. The American Red Cross can provide information on CPR and AED training.

EMIL HAYEK, M.D., is the medical director at the Akron General Medical Center’s Heart and Vascular Center. Reach him at (330) 342-0806 or

Tuesday, 25 September 2007 20:00

The technology boom

Merger and acquisition (M&A) activity in the technology sector is booming. Both the volume of deals and the transaction values are at some of the highest levels ever. According to The 451 Group, a company that tracks technology deal-making, buyers announced 1,900 transactions worth $347 billion in the first half of 2007. While this is a slight decline from last year’s deal flow, spending was almost 50 percent higher than in the first half of 2006.

Smart Business asked Lawrence B. Mandala, chairman of the Corporate Transactions and Securities Practice Group of Munck Butrus Carter, P.C., a Dallas-based law firm, about the tech buyout frenzy, tech company valuation, and the increased use of earnouts and other contingent payment arrangements.

Why is tech M&A so hot?

First, there has been a lot of spending this year by the private equity (PE) firms. Not that many deals, but very high-dollar transactions, like the pending buyouts of First Data Corp., Alliance Data Systems and CDW Corp. Those transactions by themselves account for over $43 billion of the tech M&A deal value this year. Second, market conditions have been very good for the tech buyer for the last year or two. Low interest rates, higher profits, readily available financing and increased stock prices (at least until this July) all fueled the buying spree. A number of large cap companies and PE firms have big cash balances they’ve wanted to put to work.

Investors look at the technology sector for several reasons. First, tech companies are more mature, with more stable earnings histories, than at the height of the dotcom boom. This makes them more attractive to the buyout firms. Second, tech companies have become used to growing at double-digit levels. Companies are using acquisitions to fill the gap between growth they can deliver internally and their growth targets. They use acquisitions to add new lines of business, as well. Finally, many tech industries are fragmented, so there is a drive to consolidate some market segments, like business software. Big companies have the resources to get the deals done, and small companies are wondering if now is the right time to sell and become part of a larger enterprise, rather than go it alone.

Is it difficult to value a technology company?

Valuing a tech company can be very different than valuing other types of businesses. For example, if the company is new to market, it might not have a traditional valuation metric like profits. Even if it has earnings, the last year or two may not bear any resemblance to expected future results. If the company has a unique product coming to market, there may not be competitors to measure the company's progress against. If it's a private company, or a public company with a volatile stock price, there won't be a reliable market value for the company. In each of these cases, the parties may have a more difficult time agreeing on a valuation. It's also harder to value intangible assets like intellectual property (IP) than tangible property like inventory, real estate and equipment. While IP rights may be important to every company, the tech company’s IP is frequently among its most important and valuable assets. Valuation differences between the buyer and seller ultimately lead to more use of contingent payment structures like earnouts or royalty payments.

When should a seller include an earnout or royalty payment in a transaction?

Earnouts bridge a valuation gap. If the seller believes his business has growth potential and the buyer is unwilling to pay now for unknown future performance, the parties might include an earnout in their deal structure. In an earnout, the buyer doesn’t pay the entire purchase price at closing. He pays a certain amount now and more later depending on the financial performance of the acquired business. Earnout milestones could include targets for revenue, gross or net earnings, or EBITDA. An earnout may allow a seller to realize a higher sales price if the business performs as the seller believes it will. It can also be a vehicle to defer taxes. An earnout reduces the buyer’s initial expense of acquiring the business and minimizes the risk of overpaying based on uncertain projections of future performance. An earnout also motivates the seller’s management to stay with the business and contribute to its future success.

Royalty payments can achieve many of the same goals. If the seller believes the buyer is not paying enough for a particular invention, for example, he might propose the buyer pay a royalty on future sales.

LAWRENCE B. MANDALA is chairman of the Corporate Transactions and Securities Practice Group of Munck Butrus Carter, P.C., a Dallas-based law firm. He has over 20 years of experience representing publicly and privately owned businesses in business transactions, including mergers and acquisitions and public and private securities offerings. Reach him at (972) 628-3600 or

Monday, 25 June 2007 20:00

Hedge your bets

The adage “if at first you don’t succeed, try again” could be the motto for companies involved in patent proceedings. In legal terms, the process is known as re-examination.

“It can be a valuable tool and legal strategy,” says Daniel E. Venglarik, a patent attorney for the Munck Butrus PC’s Intellectual Property Section. “As a bonus, re-examination is less costly than typical legal proceedings.”

Smart Business asked Venglarik to explain when re-examination is suitable as part of a patent litigation strategy.

What is patent re-examination?

Companies sued for patent infringement use re-examination either to slash the costs of defending against the infringement claim or as a backstop against an unfavorable verdict. For example, in one case a company got hit with a jury verdict in excess of $100 million but got the patent office to hold that the patent should never have been granted. In other cases, companies have saved in excess of $2 million in attorney fees through re-examination.

How does patent re-examination differ from patent litigation?

Re-examination is an administrative procedure by which the patent office takes a second look at whether a patent should have been granted in the first place, usually based on prior art that the patent office hadn’t considered when it originally decided to grant the patent.

Re-examination is limited to issues of patent validity over prior art patents and publications. Litigation allows defendants to develop a range of other defenses such as noninfringement, invalidity due to lack of enablement or failure to disclose the best mode, inequitable conduct, and others.

What tactical litigation advantages does reexamination offer?

A re-examination can stall litigation by three to five years. Re-examination can also somewhat level the playing field regarding litigation expense when a ‘patent troll’ is the plaintiff, since the cost of defending the re-examination will not normally be covered by a contingent fee agreement. A well-drafted re-examination request that has not yet been filed often makes a good bargaining chip during settlement negotiations, especially where the patent owner has already licensed the patent to others.

How would re-examination fit within a patent litigation strategy? What objectives are served?

Normally, you want to seek re-examination soon after suit is filed to increase the likelihood of litigation being stayed pending the outcome of the re-examination. There is some benefit to waiting for the court to render a claim construction, but by that time, significant discovery has been completed and the court may not grant any stay. Re-examination should always be considered as a backstop or ‘insurance policy’ against an unfavorable outcome at trial. Typical objectives for re-examination are: to reduce or preferably, eliminate the number of claims that can be asserted against your products; to force the patent owner to amend the claims and thereby create ‘intervening rights’ cutting off damages; to defer litigation expense and any judgment; and to gain time to develop and bring to market a noninfringing substitute.

What criteria should be used in deciding to pursue patent re-examination as part of litigation strategy?

The first-order variable should be the existence of good prior art patents or printed publications not considered by the patent office during the original examination of the patent. If such prior art exists, the balance will normally tip heavily in favor of filing a re-examination.

Secondary factors include the amount of damages at issue, which might make simply taking a license the cheaper expedient, the availability of indemnification or a joint defense arrangement, and whether the patent owner can be encouraged to also sue your competitors.

What kind of results have been obtained in using re-examination?

Our firm has frequently gotten patent litigation stayed pending completion of a reexamination, obtained complete rejection of the patent claims of concern as unpatentable, and forced patent owners to make claim amendments that both cut off our client’s liability for damages and avoided threats of an injunction.

In defending re-examinations, we’ve argued around the need for any claim amendments that would reduce available damages, obtained expedited consideration of re-examinations, and secured additional claims for the patent that specifically targeted the infringer’s design while leaving no question as to validity.

DANIEL E. VENGLARIK practices in the Munck Butrus PC’s Intellectual Property Section as a patent attorney registered before the United States Patent and Trademark Office. Reach Venglarik at

Wednesday, 25 April 2007 20:00

International banking

Receiving and depositing a check from a customer across town is a simple process. However, as a firm grows and its business moves offshore, banking becomes more complicated.


“Any good local bank can provide any service that a New York bank can provide,” says Christina Moinette, head of international services for FirstMerit Bank. “We provide personalized, one-on-one service. We service the small customer as well as the large customer. We have the ability to facilitate any need the customer may have.”

Smart Business asked Moinette what kinds of international services a business owner should expect a local bank to provide to his or her business.

What are the typical services an international banker provides?

A bank’s international services department will provide the following products: letters of credit, including those for standby, export and import; escrow; international collections, both bank-to-bank incoming and bank-to-bank outgoing; international check collections and encashment; international bank notes, both buying and selling; international wire transfers, both incoming and outgoing; as well as forward contracts. All of this is in addition to the usual currency exchange services.

How do letters of credit work?

When you purchase goods overseas, the seller may request that you provide a commercial letter of credit. The letter of credit provides the seller with assurance that payment will be made against compliance with terms of the letter of credit. The issuing bank substitutes its creditworthiness for that of the buyer.

We issue the letter of credit to an advising bank in the seller’s country. The advising bank then forwards the letter of credit to the seller. The seller determines his compliance with the letter of credit, ships the goods, prepares proper documentation and then presents them to the advising bank. The advising bank then forwards documentation to your bank. If documents comply with the terms of the letter of credit, payment is made to the seller immediately (sight draft) or at a future date (time draft). One of the big benefits of a letter of credit is that your bank substitutes its credit for that of the buyer. Letters of credit are readily accepted by overseas sellers and they assure payment to the seller.

How about letters of credit received here in the States?

Many banks can advise or confirm a letter of credit being received by you. After you prepare your documentation and present it to the bank, it will verify your documents against the terms of the letter of credit and forward them to the issuing bank for payment. Your account is usually credited when payment is received.

How does EFT (electronic funds transfer) work?

A bank provides international funds transfer services for expediting overseas payment requirements. Funds may be transferred by draft or electronically (EFT). Drafts are drawn on foreign banks in U.S. dollars or a variety of foreign currencies. Wire transfers may also be made in U.S. dollars or a variety of foreign currencies to foreign banks in favor of parties abroad. Payments are made in a variety of foreign currencies.

This may provide you advantages when purchasing items overseas in the seller’s currency. The ability to issue traveler’s checks and banknotes in foreign currencies is also a benefit, as is the option to order and accept delivery of necessary foreign currency.

Should I expect my banker to provide language skills, as well?

Most good international banking operations can provide an interpreter or have documents translated for the customer if required. However, it is standard that most contracts involving U.S. companies, both originating in the United States and those originating abroad, be written in English.

Couldn’t a big bank in New York do a better job with international work?

Any good local bank can provide any service that a New York bank can provide. Plus, with a local bank you can get personalized, one-on-one service.

In addition, some local banks with international services usually offer an automated letter of credit and international collection system that customers can access via the Web. Those are real conveniences for the executive who travels a great deal.

If I do a lot of business, say in England or France, should I have a banker in London or Paris, too?

Maybe in years past that was a consideration. However, it is not necessary in today’s environment. Local banks have accounts available in various currencies to meet the needs of the customer globally.

CHRISTINA MOINETTE is head of international services for FirstMerit Bank. Located in Akron, she brings more than 20 years of international banking experience to customers throughout Northeast Ohio. Reach her at (330) 384-7178 or