<img src="http://www.sas15k01.com/49531.png" style="display:none;">
Jun 05

M&A Activity - Q1 2016 Top Five Countries for M&A

Donald Grava June 5, 2016

 

Q1 2016 Top Five Countries for M&A 

 

With regard to M&A activity, people always want to know where the most transactions are being completed.  The charts below reflect the activity in the top five countries for the first quarter of 2016.

    If one looks at volume, i.e., the number of transactions completed worldwide, the US and China are the clear leaders.  There were 5,018 transactions completed in the US, which accounted for almost 50 percent of the worldwide volume.  By contrast, in China 1,938 M&A transactions were completed, which accounted for 19 percent of the volume.  

    The chart below shows the number of M&A transactions completed by country in Q1 2016 for the top five countries.

M&A transactions by volume

By value of M&A transactions completed around the world, the US was again the leader in the first quarter of 2016.  Some US$279,171 MM of transactions were completed in the US, which accounted for 47 percent of the total value of transactions completed worldwide.  On the other hand, China represented 31 percent of the worldwide value, approximately US$182,832 MM of transactions were completed.  Switzerland is usually not in the top five list; however, due to a very large transaction, the acquisition of Syngenta by ChemChina, it was propelled into third place.

The chart below shows the value of M&A transactions completed by country in Q1 2016 for the top five countries.

M&A transactions by value

 

Many think that an M&A transaction is simply a matter of developing and posting a listing and/or notifying a few M&A firms; however, that strategy usually results in failure or a poor transaction.  The best transactions are completed when a seller or buyer develops a strategy for success.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987. 

More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For additional information, please contact

Donald Grava

Founder and President

+617-449-3325

June 5, 2016

 

May 23

M&A Activity - Private Equity

Donald Grava May 23, 2016

Quarterly M&A Comparison

Globally, both the volume and value of M&A transactions slowed in the first quarter of 2016.  Private Equity transactions were not exempt from this slowdown, which is being caused by tightening credit to finance transactions, election uncertainty, and lower confidence in the economy.

With regard to the volume of Private Equity transactions, the following chart depicts the Q1 2016 slowdown.  More specifically, Q1 2016 was almost 17 percent lower than Q1 2015.

Versailles Group - M&A Quarterly Comparison 

With regard to the value of Private Equity transactions in the first quarter, the slump in the number of completed transactions was even more apparent.  The value of transactions in Q1 2016 versus Q1 2015 decreased by 34 percent.  The major factor contributing to this was the simple fact that there was a dramatic slowing of very large transactions.

 Versailles Group - Quarterly M&A Comparison

 

Private Equity buyers still have plenty of “dry powder” and continue to look for transactions across all sectors.  Their investors are always looking for good returns, which can only happen if the Private Equity firm is invested.  In addition, while Private Equity buyers frequently don’t outbid strategic buyers, they do offer competitive valuations.  Furthermore, they provide business owners that are selling a very viable alternative with lots of other benefits.

The key to closing a successful transaction, particularly if the goal is to do that in 2016 is to explore the topic and develop definitive objectives.  Many sellers wait too long or have this fuzzy notion that a qualified buyer will seek them out.  Neither scenario achieves the best value.  

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava

Founder and President

+617-449-3325

 May 23, 2016 

May 18

M&A - Financial Vs. Strategic Buyers

Donald Grava May 18, 2016

M&A - Financial Versus Strategic Buyers

Versailles Group M&A - Financial versus Strategic Buyers

M&A - Financial Versus Strategic Buyers

M&A buyers are usually classified as either strategic or financial buyers.  Strategic buyers are companies actively pursuing opportunities to grow or diversify their revenue sources in the seller’s market.  Strategic buyers represent about 70 percent of the total M&A market.  Usually, a strategic buyer will have something in common with the selling company; they can be competitors, suppliers, customers, or even an unrelated company with a complimentary product looking to gain access to the seller’s industry, market, or business. Ultimately, they are looking for a company with attributes that can be integrated into their established business strategy to create synergy - the concept that the value of two companies combined is greater than the sum of the separate individual parts.  (Sometimes, strategics make acquisitions to diversify.)

Financial buyers look for good businesses they can build up over a few years and then sell to make a profit.  Private equity, venture capital, family offices, and some hedge funds are good examples of financial buyers.  Their acquisitions comprise the remaining 30 percent of the M&A market.  They look for growth prospects, good management, and future exit opportunities.  Rather than integrate the company into their own, they work with the seller’s management team to understand what resources they need and help obtain them, in an effort to foster growth.

During the Transaction 

Understanding the end goals of both financial and strategic buyers is essential to understanding how and why their approaches differ.  After the transaction, a strategic buyer will consolidate the target business with their business systems, controls, and management to recognize synergies from the integration of the two organizations.  If it’s a total integration, this may present a challenge for a seller that is looking to remain active in the company.  In this case, the best alternative is a financial buyer, who typically allows the company to run as a stand-alone entity.  In contrast, the financial buyer’s goal is to improve the business operations in order to make the company a more attractive investment to a future acquirer. 

Efficiency of the Transaction

Typically, a financial buyer has completed many deals before and has developed a kind of “playbook” to follow making the process flow along more efficiently than an inexperienced strategic buyer.  However, financial buyers tend to be more thorough in their diligence, for a couple reasons.  First, they have to take the time to learn about the industry they will be entering, whereas a strategic buyer generally has strong industry knowledge and has already developed an outlook for the future.  Additionally, things that may make sense to a strategic buyer may become an issue for a financial buyer who doesn’t understand industry norms.  

Secondly, a financial buyer is more likely to keep the current personnel in place than a strategic buyer.  Thus, the diligence process will have a stronger focus on the infrastructure of the target company.  Effectively, strategic buyers will focus on validation and the ability to integrate the target into their business model and financial buyers, in addition, will have to study the business model, the personnel, and much more.  

Consideration

One of the most important issues for sellers is the amount of consideration paid by each type of buyer.  Generally, a strategic buyer will offer greater consideration than a financial buyer.  In essence, financial buyers are purchasing explicitly what the company has to offer.  They buy the expected future earnings, in hopes to expand the cash flow beyond what the company has done previously, but they do not pay for that potential.  Usually, a strategic buyer will pay a premium to recognize the synergies that make the transaction attractive.  Almost immediately after closing, a strategic buyer will recognize synergistic benefits.  These benefits can be attributed to various factors that will depend on the organizations involved but can include greater market share, combined talent, and cost reduction.  Most importantly, the more realizable the synergies are, the more the purchaser will be willing to pay.  

There are also defensive reasons for a strategic buyer to pay a premium.  Suppose there are three companies who sell the same product; two with large distribution networks and significant market share.  The third company lacks the sales capability but they know how to produce the product for much less.  If the third company were to sell itself, it would make sense that the other two would pay a significant premium to prevent the other from acquiring the low cost producing seller.  In this scenario, a financial buyer would be outbid as they would be unwilling to pay a defensive premium. 

While the differences between strategic and financial buyers are evident, there is no clear answer as to what type of buyer is best for a seller.  The best way to discover what is right for the seller is to reach out to both strategic and financial buyers.  Understanding the characteristics and intentions of the target and acquiring entities is essential in making the right decision.  Aside from the obvious benefits of fostering competition, reaching out to both types of buyers present the opportunity for the seller to see more options and ultimately better understand what is in their best interest.  It’s also the best way to drive the highest possible valuation.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava

Founder and President

+617-449-3325

May 18, 2016

May 11

Quarterly M&A Comparison

Donald Grava May 11, 2016

Quarterly M&A Comparison

Global M&A activity in the first quarter of 2016 decreased in comparison to the last eight quarters.

As depicted in the graph below, in terms of volume, Q1 2016 was the lowest in the past two years.  Despite the decrease, there were still approximately 20,000 transactions completed in just three months.

Q1 2016 M&A Volume

 

In terms of the aggregate value of M&A transactions, Q1 2016 was not the lowest in the past eight quarters.  Q1 2014 was actually lower.  The reduction of value reflects a slowing of mega-mergers, which sometimes skew the statistics particularly when one is focused on the lower middle market.

Q1 2016 M&A comparison

 

In the lower middle market, M&A activity remains robust, but it's important for both buyers and sellers to make sure that they are addressing the entire market.  For example, sellers should make sure that they are contacting buyers internationally.  Buyers should make sure that they are contacting targets in their entire marketplace to insure that they have the ability to comparison shop and complete the best possible transaction.

One of the biggest challenges to completing an M&A transaction is to make sure that the buyer or seller have engaged a well-experienced advisor that has experience in the international arena.  The world has gotten “smaller,” largely due to the improvements in communications.  In the “old” days, say prior to 1982, international telephone calls were extremely expensive, faxes didn’t exist, and telex was a worldwide standard, but slow and expensive.  To summarize, email, cheap telephone calls, etc. have made it easy for people to communicate worldwide.  But, many M&A advisors don’t have the experience to deal with people with different customs and cultures.  Versailles Group has nearly 30 years of dealing with buyers and sellers around the world.  We use a culturally sensitive approach that allows us to successfully complete transactions that increase shareholder value on both sides of the negotiating table.  Win win negotiating always works best!

May 11, 2016

May 03

M&A Negotiations

Donald Grava May 3, 2016

M&A Negotiations

M&A Negotiations

 

M&A Negotiations

In negotiating a merger, an acquisition, or a divestiture the ultimate goal is to structure a deal in which separate companies complete a transaction that generates shareholder value for both buyer and seller.

M&A negotiations are one of the more complex aspects of an M&A transaction and it’s always a good idea to have an experienced M&A advisor performing this task.   While there are some minor negotiations that occur in the earlier stages of the M&A process, the most important negotiations relate to the value and terms of the proposed transaction.  The value usually isn’t a complex concept, but earnouts, and other forms of consideration can be tricky, particularly for an entrepreneur who has not completed a large number of transactions.  There are many important items that need to be negotiated, for example, there is the issue of a holdback versus an escrow and what percentage of the transaction consideration this will be.  The holdback or escrow provides the buyer with protection against unforeseen liabilities.  Many sellers worry that they’ll never see this money; however, provided there are no hidden liabilities, the seller always gets their funds.

The selling firm can accept, reject, or attempt to negotiate any offer that is submitted for their company.  Most of the time, the offer price isn’t considered high enough or the other terms don’t coincide with the interests of the selling company’s shareholders.  However, if this can be overcome, more detailed negotiations will ensue, if both parties are willing.  Both parties always retain the ability to reject the transaction if it doesn’t meet their financial and other objectives.  Once the major deal terms are agreed, the parties will execute a Letter of Intent, which is a non-binding document, but captures the major terms and conditions of a potential transaction.

In order to complete a successful transaction, a large amount of collaboration and negotiation between the buyer and seller is required.  Most importantly, both parties must understand each other’s objectives and it’s always helpful if both sides believe in win-win negotiating. 

The importance of understanding each other’s objectives can be demonstrated by the following story.  Two sisters were fighting over an orange and in order to resolve the argument, their father cut the orange in half and gave one half of the orange to each of his daughters.   While this seems like the best solution, both sisters actually ended up with a bad deal.  One sister wanted the rind for cooking while the other sister wanted to eat the orange.  Hence, both of them actually lost.  Instead, if the two sisters had understood each other’s objectives, the orange could have been divided in a much better way, the rind to one and the contents to the other.  The moral of the story is to try to understand the other side’s needs and objectives with a view towards finding middle ground or a compromise.  An experienced M&A advisor will know how to conduct these M&A negotiations so that they are productive, efficient, and result in a successful transaction.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava

Founder and President

+617-449-3325

May 3, 2016

 

Apr 26

The Importance of an M&A Advisor

Donald Grava April 26, 2016

The Importance of an M&A Advisor

The Importance of an M&A Advisor

The Importance of an M&A Advisor

While some debate the issue of whether to hire an M&A advisor or try to complete a transaction alone, it’s been well-proven that a good financial advisor can add value to completing a successful transaction.

M&A advisors play an integral role in orchestrating successful mergers, acquisitions, and divestitures.  The best M&A advisors are generalists as they have broad experience to draw on as they work through the process of completing a successful transaction.  Anyone interviewing an M&A advisor that receives the answer that the financial advisor knows exactly who will buy their company should keep looking.  Often, the best buyer isn’t known to the company, but is carefully cultivated through the process by the M&A advisor.

The M&A advisor’s role is to orchestrate the transaction.  One of our clients used the analogy of a choreographer.  In some ways, the M&A process is a ballet that needs to be carefully scripted if the best possible results are going to be achieved.  One of the most important objectives is keeping the process confidential.  The M&A advisor also plays an integral role in mobilizing information, organizing the auction, negotiating terms, managing the diligence process, and finding solutions to a multitude of issues during the process.

One of the first steps that a good M&A advisor will take is to identify the client’s objectives.  Next, there’s the discovery period where the advisor researches the client’s company in order to create first class documentation.  The M&A advisor will also do research to find every possible prospective buyer on the sell-side or identify possible targets on the buy-side.

On the sell-side, the M&A advisor will create an Offering Memorandum or Confidential Information Memorandum so that prospective buyers can obtain information in a logical order about the company.  More specifically, this document lays out information on the company’s operations and products (or services), industry analysis, financial background, forecasts, etc.

On the buy-side, it’s always good to have a well written document to give to potential sellers that outlines information on the acquiring company and their objectives.  This makes the sellers comfortable and accelerates the process.

Whether it’s on the sell-side or the buy-side, a good financial advisor will know how to draft these documents, which are pivotal in attracting potential buyers or sellers.  While some companies think they can do without a financial advisor, most entrepreneurs are ill-equipped to prepare these essential documents.

The M&A advisor is also very useful in the preliminary negotiations leading to an offer, structuring the transaction and negotiating and mediating throughout the process.  The client can benefit from this advice as the financial advisor can help keep their client level-headed by maintaining realistic goals and expectations as well as providing unbiased advice.  In addition, they can negotiate more effectively because they are removed from the inherent emotional complications, not to mention their expertise in the entire process.

Whether a client is looking to acquire or sell a company, they have the option of hiring a full service bank or a boutique bank as a financial advisor, which both inherently have their pros and cons.  While full service banks have a greater variety and depth of resources than boutique firms, their effectiveness is also hindered by possible conflicts of interest that don’t affect boutique firms as severely.  In a study done by Jie Wei, a financial economist working in the Office of the Controller of Currency in Washington, D.C., and Weihong Song, an assistant professor of finance and the University of Cincinnati, boutique banks on average are found to be less expensive overall and when used for financial advisory on the buy-side, the premium paid for an acquired company is less than using a full service bank.

For smaller middle-market companies, i.e., companies with less than US$250 million in revenues, a boutique firm can offer the client better service, specialized expertise, and better results than a larger full service bank.  Most importantly, M&A advisors, because of their experience and expertise, can do a far better job at navigating the M&A waters than an entrepreneur whose expertise is in their product or services.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava

Founder and President

+617-449-3325

April 26, 2016

Apr 20

Q1 2016 M&A Activity

Donald Grava April 20, 2016

Q1 2016 M&A Activity

Global M&A activity in the first quarter of 2016 was lower than both Q1 2015 and Q1 2014.  Typically, the first quarter is slower than the fourth quarter and this year was no exception.  In terms of volume, Q1 2016 was about 21 percent lower than Q4 2015.  By comparison, Q1 2015 was only 7 percent lower than Q4 2014.

As depicted in the graph below, in terms of volume, Q1 2016 was about 18 percent slower than both Q1 2015 and Q1 2014.

Q1 2016 m&a activity 

In terms of value, Q1 2016 was dramatically lower than Q1 2015 and about 8 percent lower than Q1 2014. 

Q1 2016 m&a activity

M&A in the US and cross border transaction activity remain strong; however, not exempt from this slowing.  Sellers should move quickly to complete transactions while buyers should start to prepare to make acquisitions as valuations will surely drop if this trend continues.

 
Apr 14

M&A Advisory - The Teaser

Donald Grava April 14, 2016

M&A - The Teaser

M&A - The Teaser

M&A - The Teaser

When selling a business, it is important to know how to appeal to buyers.  A key step, of course, is to make sure that the best parts of the business are displayed.  These items are what we call Unique Selling Points (“USP”).

A good M&A advisor will know how to portray the USPs so that a broad audience will be able to understand and value the business.  This is important as the best way to sell a business is to contact a large number of potential buyers, usually worldwide.  The buyer list should also include a variety of types of businesses, if possible.  There is no way to predict where a buyer will come from, why they will be interested in your company, or why they are looking to buy any company at all.  Because of this, casting a wide net in the search for buyers is the best chance at finding the “right” interested party.  The “right” buyer will always pay more for the company.

In addition to the formal Confidential Information Memorandum that buyers will receive after executing a Non-Disclosure Agreement, the company or its M&A advisor should create a one-page teaser.  The teaser should describe the company in enough detail, without disclosing confidential information, to get potential buyers interested.  In most cases, it will be a “blind” teaser in that the company’s name will not be disclosed.  It should also be written so that potential suitors won’t be able to figure out which company is for sale.

The teaser should include background on the company—the type of company, overview of its products/services, its history, location, etc.  The teaser should then go on to describe the customer base and why the business is a good investment.  The teaser should also have summary financial data, historical, current and projected.  To summarize, the critical part of the teaser is to make bold claims to drive interest.  At the same time, one needs to make sure that those claims can be backed up with facts.

The majority of people who receive the teaser will not end up being interested in purchasing the business.  However, knowledge is power.  It’s just as important to know that other companies are not interested.  It demonstrates to the seller how strong the market is for their company, which is very useful information.  Both the seller and the M&A advisor commence the process with the optimism that there will be many prospective buyers.  But, once buyers are contacted, the seller will have a very good idea of how many interested buyers there really are.  If the demand is modest, it doesn’t’ mean that the company can’t be sold for a good valuation.  But, it does mean that the seller needs to be careful with the buyers that do present themselves.

In conclusion, the key to the teaser is to give potential buyers enough information to pique their curiosity without releasing too many details about the company.  Interested buyers should then execute a Non-Disclosure Agreement and receive the Confidential Information Memorandum on the company.  From there, the M&A advisor should narrow down the interested parties to those that are serious and financially qualified.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.

Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava
Founder and President
617-449-3325

April 14, 2016

 

 

 

 

 

Apr 07

M&A Timing - When To Sell

Donald Grava April 7, 2016

M&A Timing - When To Sell

M&A Timing - When To Sell

 

M&A Timing - When To Sell

When considering the sale of a company, it is useful for the seller to have a target date for when they would like to sell.  However, there can be disadvantages to having too firm a deadline.  With regard to a lower middle market company, i.e., one with less than US$250 million in revenues, a seller should always be ready to take advantage of market conditions or be opportunistic.  Furthermore, sellers should always try to sell on an uptick, i.e., when the company is doing well.

Many sellers wait too long.  Things change:  market conditions, consumer behaviors, competitors creeping in, etc.  Or, the economy changes like it did in 2007 and the US entered the Great Recession.  In these cases, the seller misses the “window” to sell for a high valuation.  To keep it simple, company owners should think of their companies like fruit - it matures, ripens, and should be sold before the value expires.

The best operators understand that it’s important to always to have the company in the best possible shape, with all the paperwork, financials, and other information in order to be able to take advantage of market conditions.  It’s always best to sell before one has to sell.  Many owners wait until they have a medical reason, a family situation or something else that impacts the M&A process and the final value in an extremely negative way.  To summarize, it’s better for the seller to be early than late or possibly not be able to sell at all.  (Over the last 30+ years, we have seen company owners lose most or all of their company’s value by waiting too long.)

Potential sellers should not be hesitant to engage an M&A professional to help them determine the best timing to conclude a successful sale.  And, if the timing is right, the seller should always hire an M&A professional to increase the probabilities of a successful sale. 

With few exceptions, all companies can be sold at any time; however, the best time to sell a company is when it is profitable and growing.  Many sellers believe that their company will continue growing and increasing profits forever, but in most cases, something changes and the company’s perfect track record is shattered.  The risks are high because when this happens, it has a definitive negative impact on the valuation.

It’s not always easy to time it, but the best way to achieve the highest value is to be ready to sell when the company is profitable and growing, when the economy is strong, and when the seller doesn’t have to sell.  Of course, aligning these things may not always be possible.  The next best scenario is if the company is growing and profitable.  Thus, any company owner that has a company that has a positive track record should consider selling, even if the timing is different (even earlier, for example) than their original target date.

When a company’s performance is modest or the economy isn’t doing well, it’s especially important to engage an M&A advisor.  He or she should be able to identify and contact buyers, on a worldwide basis, which will mitigate the company’s modest performance.  Frequently, an international buyer will recognize the value and a successful transaction will be concluded.

As a result of doing M&A for more than 30 years, I have a clear bias for sellers to sell earlier rather than later.  We’ve seen more sellers that have sold “early” make more money than those who held on too long.  The risk of not selling at a high valuation grows over time because markets change, products change, consumer interests change, etc.  The smartest sellers are those that get asked by buyers if they are selling too early.  The alternative, selling too late, puts the seller at considerable risk to sell at a reduced value or miss the opportunity to sell.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.  Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava
Founder and President
617-449-3325

April 7, 2016

 

 

 

 

 

 

Apr 01

Importance of an M&A Team

Donald Grava April 1, 2016

Importance of an M&A Team

importance of an m&a team

Importance of an M&A Team

One venture that entrepreneurs should avoid is the idea that they are qualified to sell their own business.  Many times, a successful entrepreneur will figure that if they were successful in building a business they can be successful in selling it.  In theory, selling seems like a pretty simple task:  all one needs is a buyer.  But, there are many tricks and traps in the process.  To insure a successful exit with a high valuation and the best terms, it’s necessary to assemble a team, including an M&A advisor.

Too many sellers try to go it alone or with limited help, only to encounter uncontrollable costs related to the process, extensive delays, and unpredictable results.  For most entrepreneurs the company that they’ve spent five to forty years building represents a majority of their net worth.  It’s difficult to explain why an entrepreneur that has invested so much time and effort into building their company would take a chance on the one opportunity to maximize the value of a sale.

The amount of help that an entrepreneur will need depends on several factors, for example

Does the entrepreneur have a buyer or multiple potential buyers in place?

Is the entrepreneur too busy managing the company’s daily operations to participate actively in negotiations?

Is the entrepreneur effective at marketing the company to outsiders and does he or she have the time and ability to negotiate complex contracts?

Is the entrepreneur capable of valuing the business accurately or, at least, capable of understanding the true value of the company?

How much M&A experience does the Company’s attorney and CPA have?

 

There are four types of professionals that every seller should strongly consider retaining to form a winning M&A team:  An accountant if the entrepreneur’s current CPA has limited to no experience with M&A transactions; a separate tax advisor for the M&A transaction, especially if there are complex or unique tax issues; an attorney with significant M&A experience to prepare and negotiate essential documents, e.g., Non-Disclosure Agreements, Purchase & Sale Agreements, Escrow agreements, etc.; an M&A advisor, especially if the entrepreneur does not have prospective buyers.  It should be noted that M&A transactions are very labor intensive and in most cases, entrepreneurs don’t have the time or expertise to handle a company sale.  Therefore, a professional M&A advisor is always recommended. 

 

It might seem that hiring multiple professionals would cost the entrepreneur more in the long run, but hiring the right team may ultimately reduce the fees one pays overall.  More importantly, the right professionals will make sure that the entrepreneur receives the best possible valuation and terms.  At the end of the day, that’s the objective of an entrepreneur’s exit.

Versailles Group is a 29-year-old Boston-based investment bank that specializes in international mergers, acquisitions, and divestitures.  Versailles Group’s skill, flexibility, and experience have enabled it to successfully close M&A transactions for companies with revenues between US$2 million and US$250 million.  Versailles Group has closed transactions in all economic environments, literally around the world.  Versailles Group provides clients with both buy-side and sell-side M&A services, and has been completing cross-border transactions since its founding in 1987.  More information on Versailles Group, Ltd. can be found at www.versaillesgroup.com.

For more information, please contact

Donald Grava
Founder and President
617-449-3325

April 1, 2016