Managing The Process of Middle Market M&A - ValleyBiggs

Managing The Process of Middle Market M&A - ValleyBiggs

"Today’s segment will focus on the variables that come into play, and that can have an effect on the sale of a digital middle market company. Owners and investors spend years honing their craft, developing their companies and creating the very best shareholder value possible. When it is time to capitalize on those successes, just as much effort must go into finding the right consultant to take you through the M&A process. As with anything in life, you should go with experts in the sector – people that have experience selling companies comparable to yours, people that have their thumb on the pulse of the marketplace, and people that are entrepreneurs themselves – people that have successfully built, acquired and sold digital companies just like yours. That search will inevitably lead you to ValleyBiggs. br br Having been involved in the development, purchase and sale of Technology and Internet companies for over 20 years, we have found that it is anything but a cookie cutter process. In fact, it can be quite daunting. Every company has many moving parts, including the good and that which could be perceived as not so good. Part of packaging a company is to represent it as it really is. Not to hide the blemishes but to disclose all issues up front, and to focus on highlighting all the added value such a company can create for a buying entity. br br When a company goes under contract, it must survive the rigors of Accountants, Lawyers and Due Diligence experts. The object is to control these events and manage expectations. These rigors vary widely depending on the sector, buying entity and how well the books have been kept on the business. br br The process often begins with either a Letter of Intent or Term Sheet, outlining the basics of the deal, and importantly, the purchase price structure. We find LOIs to be a great starting point because it gets the parties on the same page regarding what could be perceived as deal killers, and in many cases, before attorneys need to get involved. br br After the LOI stage, the parties then begin working on a purchase and sale agreement, which can be an asset, stock or hybrid deal. It’s important that at this stage, each of the parties have their attorneys weigh in on the purchase documents so that everybody is on the same page prior to moving into due diligence. br br We also recommend using Transaction Attorneys. We have a large number of these professionals within our network, which we can refer when the time is right. The reason we suggest using transactional attorneys is to avoid the arguments and delays caused by having one attorney draw up a contract that invariably favors her client that is then reviewed and hammered by an attorney for the other party. A transactional attorney does not represent either side. She represents the transaction as a whole. Her job is to take the Purchase Agreement and draw it up neutrally for both parties.


User: Valley Biggs

Views: 0

Uploaded: 2015-07-09

Duration: 06:05

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