Services For Buyers

 

Specialised transaction and related services, including a variety of due diligence support services.  You’ll get the benefit of a business partner with vast experience at either a fixed price or risk/reward agreement.  I can provide you with;

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• Commercial viability/investment reports.

• Research, identification and qualification of suitable businesses to acquire.

• Preparation of information requests for potential targets, liaison with targets and preparation of results.

• Management of vendor activity pre-offer including support getting to Heads of Terms.

• Acquisition due diligence.

• Buyer advisory during due diligence and SPA negotiations.

• Independent risk assessment and management.

• Buyer due diligence information and project Management.

• Integration planning and execution.

• Sale and purchase agreements advice.

• Operational due diligence specialist in sales, marketing, software development, software service and management profiling.

 

Services for Vendors

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Whether you are contemplating a retirement sale, the sale of a non-core subsidiary or have other reasons for wishing to sell, I will help you to find prospective buyers, present your business and the opportunities in it for new owners, then support you through the transaction.  Selling the business you have grown is a challenging process. We understand the importance of taking on the burden of pressure caused by the transaction so that you can continue with running your business.  Our service typically involves;

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• Advising on the exit strategy to maximise your chances of receiving best value, a swift transaction and a reliable purchaser. 

• Advice on the most appropriate exit route, valuation models and the likely burdens it will place on you so you can plan for the best time.

• Preparing a high-quality Information Memorandum for potential purchasers to provide them with an understanding of the business.

• Carrying out detailed research in order to draw up a list of potential purchasers, who we will then approach on your behalf.

• Working with buyers to create the strongest offers, negotiating with and advise you on the selection of a preferred purchaser.

• Project managing the transaction team throughout this period so that your sale is completed on a timely basis.

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Our approach is based on detailed and thorough research, at all times working to an agreed brief for your benefit.  The outcome of this research is a high-quality short-list of potential purchasers who you can be assured are reliable and have funds available.

If you are a smaller business than a different approach,  advertising the business and writing to numerous potential purchasers may be appropriate.  We can also support you through this purchase and will work very hard on your behalf to maximise returns and much lower costs than agencies who are simply playing a numbers game, with your livelihood!

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Risk Management

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During the process of buying a business there seem to risk at every turn.  Given buyers are usually looking for low risk in the value they are buying its usual to manage a risk register to make sure all risks are understood, sized accurately and plans are in place to deal with them.  These may be post-completion actions, items to be dealt with in the sale and purchase agreement, negotiation points etc.   

It is very easy for these risks to become exaggerated, so in my experience making sure your most level headed person, with a neutral position on the transaction, is managing this is well worth considering.

In my experience, some high quality transactions fail to complete (or even worse your complete deals that are too risky and therefore don’t meet expectations) because the risk in not managed with a pragmatic balance of accuracy and proportion.  You can avoid this by considering the risks throughout due diligence summarised below.

Strategic

• Strategy and Corporate Governance :: Risks that the design and/or execution of the defined strategy and business plans do not meet business needs or objectives; threat to the achievement of objectives as a result of organisational performance and deliverables; threat to responsibilities and decision-making among stakeholders across your existing business

• Business Environment :: Risk that the assumptions of the business model become obsolete; that the business model is threatened or diluted; exposure threatening the ability to modify the model on a timely basis; risk that actions of competitors impact the your current and/or expected competitive position; Changes in the opportunities, market landscape and other conditions affecting markets threaten the viability of your existing and/or combined businesses.

• Brand and Reputation :: Risk that your brand or reputation may be damaged through internal or external activities and events.

• New Business :: Failure to take account of risks in the evaluation and development of bids; failure to define and evaluate the risks associated with acquisition proposals.

• Products & Services :: The risk that your activities are damaged through failures in developing products or services.

Operational

• Operational Delivery :: The risk that delivery in terms of quality, cost and/or performance does not meet stakeholders’ expectations and impairs the company’s ability to meet its contractual / business objectives efficiently.

• Duty of Care :: The risk that the operations, activities and decisions of your businesses fail in the provision of adequate duty of care to its staff, agents, contractors, clients, end customers, members of the public or other stakeholders.

• Technical Infrastructure and Resilience :: The risk that you are exposed to a risk event through technical failures and that business operations system resilience does not meet stakeholder needs or expectations.

• Business Continuity :: Your combined business is unable to promptly recover from loss of assets, work area or operating failure.

• Information Security :: Exposures brought about through failure to protect information / data assets of yours, your clients or end customers from loss, theft, alteration or destruction.

• Physical Security :: Risk of compromise or loss of material assets at any site; safeguarding of staff.

• Human resources :: Risk that you fail to attract, manage or retain sufficiently skilled or experienced staff; organisational structures bring unnecessary risk to the business.

• Partnerships, Third Parties & Outsourcing :: Partners and / or Third Parties do not act within the intended limits of their authority or do not perform in a manner consistent with your strategies and objectives; exposures where reliance is placed on partner, Third Party or outsourced relationship.

• Transition and Change and performance :: Threat to the company’s capacity to withstand and absorb change; exposure to a risk as a result of ineffective and unsuccessful transition and integration structures.

Financial and Reporting

• Financial Exposure :: Risk of financial loss or failure to realise financial targets as a consequence of external or internal vulnerabilities.

• Financial Reporting / Disclosure :: The risk that the reliability of financial reporting is compromised and/or does not meet business needs; threat of misstatement; risks related to disclosure/interaction with the markets.

• Financial Management :: Exposure to changes in the economic strength of your business as a result of changes in financial variables. These variables could include market risk, FX exposure, credit risk, liquidity/solvency, cash management and capital management.

• Insurance :: Failure in the process to ensure adequate insurance over of, and throughout, the business.

Compliance

• Legal :: Risk that you fail to comply with legislative, contractual, fiduciary, statutory and / or judicial requirements.

• Financial Crime :: Exposure to parties exploiting vulnerabilities through a variety of fraudulent or criminal acts.

• Regulatory Risk :: Risk that you fail to comply with relevant regulatory frameworks and requirements.

• Policy Management :: Risks brought about through failure to provide comprehensive policies, procedures, standards or guidance; failure to staff to adequately follow policies, procedures, standards or guidance; failure of policies, procedures, standards or guidance to be relevant.