Peter G. Sutherland & Associates, LLC
Call us: 805-218-7859
M&A Process - Doing The Deal
Merger and Acquisation Process
AA successful merger & acquisition transaction requires that the following steps be performed at the proper time and in a professional manner. Take a look at our process below, and click on each phase to read more details about working with us. successful merger & acquisition transaction requires that the following steps be performed at the proper time and in a professional manner. Take a look at our process below, and click on each phase to read more details about working with us.
Phase I
ASSESSMENT MEETING: Consultation and assessment meeting(s) to discuss the operation and history of your company and to explain the process of business sales, mergers & acquisitions, and the concurrence of offering your business to market.
DETERMINATION OF YOUR OBJECTIVES: It is very important that your personal needs and requirements be fully understood prior to the initiation of the process. This is an important element of any marketing plan and transaction structure.
REVIEW OF THE BUSINESS: Transactional readiness review of the business, facilities and all assets, including phantom assets; business history; management structure; employees; customer base; operations; financial statements; tax returns; marketing programs; and growth potential.
PRICING THE COMPANY - Net to You: Preparation of historical financial performance comparisons and projections for estimation of a market value and recommendation of offering value range based on the value of tangible assets, intangible assets, and identification of phantom values that can sometimes significantly increase the transaction price. This includes a "net-to-you" after closing summary; tax strategy planning; financial value strategy and planning to ensure our Client's decision going forward is sound and in keeping with their life style.
Phase II
PROFILE OR BUSINESS SUMMARY: Preparation of the initial offering profile and financial summary, a document summarizing the size and (blind) description of the business without name of company, location, or specific information that would divulge the identity.
PACKAGING - BUSINESS REVIEW: Preparation of a multi-page marketing document, including a review of the industry, the economic conditions, the business facilities and other assets, the business history, management structure, employee base, customer base, review of operations, review of financial statements, marketing programs and pro forma growth projections.
MARKETING PLAN: Preparation and implementation of the marketing plan to introduce the acquisition or merger opportunity to a comprehensive list of potential interested parties approved by the company.
ACQUIRER SEARCH AND COMMUNICATION: Search and development of prospective acquirer list, distribution of the offering and profile information, and communication with interested parties and prospective buyers.
Phase III
QUALIFICATION AND DEAL STRUCTURE: Verification of the financial and other qualifications of potential acquirers and negotiation of proposed terms and conditions for the presentation of letters of interest or intent to acquire.
DEAL STRUCTURING AND DUE DILIGENCE: Deal structuring, presentation of offers, letters of intent, and purchase agreements. Coordination and consultation with accounting, legal, and estate planning specialists in negotiation and satisfaction of requirements and concerns of the parties.
AGREEMENTS - CONTRACTS: The transaction attorney, or buyer's counsel, will draft the definitive documents and papers used for closing. This is always based upon the letter of intent but contains several documents that pertain to the closing process itself. PGSA, the intermediary, will coordinate the review and consult with the respective accounting, legal, and estate planning specialists in the preparation of closing documents.
CLOSING: At this time the transaction attorney, or the buyer and seller's counsel, hold the final closing. After consideration and agreement of all definitive documents comes the execution of closing documents, recording of documents, transfer of funds to seller and possession of business to buyer. This includes all state, federal, and local filings to indicate the business has been sold, and there is a new owner.
