For many business owners, selling their enterprise is a ‘once in a lifetime’ event.
It’s therefore very important to choose a team of high-quality and trusted advisors who have a track record of delivering successful outcomes and maximising shareholder value.
Broadly, there are two categories of advisors that can be engaged to help sell a company.
Business Brokers
A good business broker will be able to handle straightforward, (usually smaller) deals. Their role is to find a buyer and broker the deal to sell the business.
Typically, they will prepare a brief sales memorandum, containing summary commercial and financial information on the business.
The broker will then send these particulars out to their email list of buyers, and approach potential interested parties. They may also possibly advertise the business in online and offline publications and websites. Not unlike an estate agent - but for businesses, not properties.
Corporate Finance Advisors
Sometimes referred to as ‘lead advisors’, because they take the lead in orchestrating the entire process, from beginning to end.
They also prepare the sales documentation; however before they do so, they will spend a lot of time to fully understand the business, including its financial and operational weaknesses and strengths. They will examine the industry sector as a whole and down to the local level. And importantly, they will identify the value drivers that will guide them through the valuation and enable them to achieve optimal terms in the final negotiation.
The most likely strategic buyers will be identified - in particular, those who are prepared to pay a premium to acquire your business. Confidentiality can be very important and in those situations the advisor will operate in stealth mode, without alarming key stakeholders of the business, including employees, customers and suppliers.
Once a buyer has signed a Heads of Terms, the advisor will remain engaged with the buyer, the seller, and with other advisors, including tax advisors and lawyers. The advisor will take the lead in negotiations and provide the centre of co-ordination.
Deals particularly at the mid-market level are inherently complex. When the buyer is in the due diligence phase, there are almost always new discoveries, some of which may mean that original points in the HoA need renegotiation.
These may relate to financial terms and structure of the deal, but are just as likely to relate to non-financial points, such as third party consents, indemnity clauses, and timing of the owner’s full exit from the business.
How can BSR Corporate help?
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