THE MERGER and ACQUISITION PROCESS
A successful merger and acquisition transaction requires that
the following steps be performed at the proper time and in
a professional manner:
- ASSESSMENT MEETING: Consultation and
assessment meeting to discuss the operation and history
of your company, explain the process of business sales,
mergers and acquisitions and discuss the potential offering
of your business to market.
- DETERMINATION OF YOUR OBJECTIVES: It
is important that your personal needs 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: Comprehensive
review of the business facilities and other assets, business
history, management structure, employees, customer base,
operations, financial statements, tax returns, marketing
programs and growth potential.
- PRICING THE COMPANY: Preparation of
historical financial performance comparisons and projections
for estimation of market value and recommendation of offering
price based on the value of tangible assets, intangible
assets and identification of hidden values that can sometimes
significantly increase the transaction price.
- CONFIDENTIAL BUSINESS SUMMARY: Preparation
of the initial offering profile and financial summary, a
document of 1 to 3 pages summarizing the size and general
description of the business without name of company, location
or specific information that would divulge the identity.
- CONFIDENTIAL BUSINESS REVIEW: Preparation
of a multi-page comprehensive 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 proforma
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.
- QUALIFICATION & NEGOTIATION: 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.
- DOCUMENTATION: Consultation with accounting,
legal and estate planning specialists in the preparation
of closing documents.
- CLOSING: Execution of closing documents,
recording of documents, transfer of funds to seller and
possession of business to buyer.
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