Corporate Consultants Inc.
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The M&A Process (from seller's perspective)
A successful M&A (Mergers and Acquisitions) transaction
requires a plan and methodical implementation of the plan.
Corporate Consultants plays a coordinating role in eight stages
of the transaction process.
Analysis of seller’s objectives and deal structure
The seller’s motivations for selling and desired timeframe need
to be understood. The seller’s financial circumstances may
determine whether special terms of sale such as seller financing,
a purchase price based on an earn-out, or sale of less than a
100% interest will be entertained. The proposed deal structure
may be either a sale of assets or a sale of the company’s stock.
Analysis of the business and determining
valuation Setting an appropriate value or range of values is
essential to a successful transaction. Sufficient analysis is
conducted to assure that neither the client nor the intermediary
overlooks important elements of the firm’s value. An
understanding of the client’s industry, similar completed
transactions, and the pool of prospective buyers are considered
in determining value.
Preparation of the offering memorandum
A thorough, accurate, and professional-appearing offering
memorandum will be prepared to communicate enough
information to prospective buyers to persuade them to enter into
further discussions with the seller and the intermediary.
Characteristics of the business that add value will be
emphasized in the memorandum.
Initial communication with prospective buyers
Corporate Consultants uses a range of communications that
include electronic media, mail, and personal contacts to market
the business to the maximum number of qualified prospects.
The firm will evaluate the financial qualifications and motivations
of prospective buyers. All qualified buyers will be required to
sign confidentiality agreements before receiving the offering
memorandum or other identifying information about the client.
Follow-up with interested buyers
Buyer questions and requests for additional information will be
responded to promptly while continuing to protect the seller’s
time and the confidentiality of the information. Buyer meetings
will be scheduled and conducted as soon as all parties are
available.
Negotiation of preliminary agreements
Continued discussions with interested buyers will be focused on
reaching a workable agreement. One of the keys to achieving
this is for intermediary to keep some separation between the
buyer and seller during negotiations, while conferring with the
client to assure that positions taken in the negotiations are
correct. We respond to objections raised by the buyer, drawing
upon our experience, to assure that these concerns can be
addressed without affecting the value of the transaction.
Due diligence and financing
Corporate Consultants manages the due diligence process in a
manner designed to make the buyer feel comfortable that all
requests for information have been responded to fully while
using the seller’s time and resources as efficiently as possible.
We delve for any buyer objections that can be addressed
satisfactorily in the due diligence process. When needed, we
work with the buyer on obtaining financing on competitive terms.
Final agreements and closing
We strive to complete negotiations and schedule a closing
within the shortest amount of time reasonable. When external
financing is involved, we assure that all lender or investor
requirements are satisfied promptly. We work with the seller’s
accounting, tax, and legal advisors to assure that the transaction
is structured and documented properly while conforming to the
seller’s objectives and keeping costs under control.
A successful M&A (Mergers and Acquisitions) transaction
requires a plan and methodical implementation of the plan.
Corporate Consultants plays a coordinating role in eight stages
of the transaction process.
Analysis of seller’s objectives and deal structure
The seller’s motivations for selling and desired timeframe need
to be understood. The seller’s financial circumstances may
determine whether special terms of sale such as seller financing,
a purchase price based on an earn-out, or sale of less than a
100% interest will be entertained. The proposed deal structure
may be either a sale of assets or a sale of the company’s stock.
Analysis of the business and determining
valuation Setting an appropriate value or range of values is
essential to a successful transaction. Sufficient analysis is
conducted to assure that neither the client nor the intermediary
overlooks important elements of the firm’s value. An
understanding of the client’s industry, similar completed
transactions, and the pool of prospective buyers are considered
in determining value.
Preparation of the offering memorandum
A thorough, accurate, and professional-appearing offering
memorandum will be prepared to communicate enough
information to prospective buyers to persuade them to enter into
further discussions with the seller and the intermediary.
Characteristics of the business that add value will be
emphasized in the memorandum.
Initial communication with prospective buyers
Corporate Consultants uses a range of communications that
include electronic media, mail, and personal contacts to market
the business to the maximum number of qualified prospects.
The firm will evaluate the financial qualifications and motivations
of prospective buyers. All qualified buyers will be required to
sign confidentiality agreements before receiving the offering
memorandum or other identifying information about the client.
Follow-up with interested buyers
Buyer questions and requests for additional information will be
responded to promptly while continuing to protect the seller’s
time and the confidentiality of the information. Buyer meetings
will be scheduled and conducted as soon as all parties are
available.
Negotiation of preliminary agreements
Continued discussions with interested buyers will be focused on
reaching a workable agreement. One of the keys to achieving
this is for intermediary to keep some separation between the
buyer and seller during negotiations, while conferring with the
client to assure that positions taken in the negotiations are
correct. We respond to objections raised by the buyer, drawing
upon our experience, to assure that these concerns can be
addressed without affecting the value of the transaction.
Due diligence and financing
Corporate Consultants manages the due diligence process in a
manner designed to make the buyer feel comfortable that all
requests for information have been responded to fully while
using the seller’s time and resources as efficiently as possible.
We delve for any buyer objections that can be addressed
satisfactorily in the due diligence process. When needed, we
work with the buyer on obtaining financing on competitive terms.
Final agreements and closing
We strive to complete negotiations and schedule a closing
within the shortest amount of time reasonable. When external
financing is involved, we assure that all lender or investor
requirements are satisfied promptly. We work with the seller’s
accounting, tax, and legal advisors to assure that the transaction
is structured and documented properly while conforming to the
seller’s objectives and keeping costs under control.
