T: 813 898 2350 E - Benchmark International
Transcription
T: 813 898 2350 E - Benchmark International
T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com about us The team at Benchmark International has advised on some 500 company sales, with an aggregate value in excess of $4 billion. Worldwide Offices Value Maximizer With offices throughout the world, we are in touch with major acquirers and consolidators who constantly seek both on and off-market opportunities across all sectors. Our transactions fall typically within the $1m to $100m mid-market value range. Our unique and industry-leading Value Maximizer ensures the sale of your company is handled with professionalism and attention to detail, whilst maintaining focus on delivering the best possible outcome. Dynamic Approach Benchmark Internationals unique and dynamic international offering provides our clients unparalleled global coverage, allowing them access through our exclusive databases and company intelligence facilities to both domestic and international markets, maintaining local representation throughout. Our passion and integrity will give you the confidence you need when it comes to selecting your chosen specialist. If you are contemplating an exit from your company then Benchmark International should be your first point of contact. We set the standards to which others aspire in an effort to obtain maximum value for your company. We abide by our core values that are embraced by the whole team at Benchmark International. We share your goal to maximize your asset value on exit – and driving the deal is key T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com what makes us different? Set out below are some of the many reasons why Benchmark International should be your chosen specialist when it comes to selling your company. International Offices Our platform is organized around the major geographic regions of: Europe, North America; Middle East, Africa and Asia, resulting in cross-border strategic transactions. Fully networked, we aim to deliver motivated overseas prospects looking to enter the US markets. Unique Approach Benchmark Internationals qualification process aims that we only to take to market those companies we believe there is a market appetite for and for which we can meet our clients expectations. Our aim is to utilize each and every tool at our disposal to empower our clients to make the right decision. Market-Leading International Acquirer Database Our unique acquirer intelligence software allows us access to diverse acquirers worldwide. • Substantial acquirers database –we have access to numerous global acquisition history sources which assists us to identify specific strategic acquirers on a client-by client basis. • Global Private Equity Houses – including both Venture and Development Capitalists, with significant funds for full or partial acquisition. • Global Mergers and Acquisitions specialists and other professional advisers – acting exclusively on behalf of the acquisition side with retained clients, but each with their own network of professionals looking for acquisition opportunities worldwide. • Database of High Net Worth Individuals (HNWIs) – due to the volatility of the commercial, residential and stock markets, HNWIs have largely changed their focus to the acquisition market as a viable alternative. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Sector Expertise and Industry Knowledge Our sector specialists cover a spectrum of industries worldwide and have specific knowledge and experience of each, often obtained in commercial environments. We have prepared over 900 industry sector reports, detailing key players and industry trends. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com what makes us different? cont… Director-Led, Personal Service Value Maximizer Creative Information Memorandums We pride ourselves on providing a personal service – all deals are director-led and managed by one of our driven Deal Leader Directors and team. Benchmark Internationals unique Value Maximizer has been specifically designed to keep the process of selling your company simple. Our swift yet sophisticated, staged process ensures momentum is maintained throughout. Our aim through our Value Maximizer, is to present our clients a number of alternate, creatively designed deals and structures to deliver maximum value. Our Information Memorandums are some of the most visually striking documents in the market today. More than just aesthetically pleasing, our talented teams of sales document specialist’s aim for maximum ‘saleability’ for each of our clients. Companies are portrayed in the most positive light as it is our aim to identify and ‘sell’ the opportunity to potential purchasers. Creative Deal Solutions From our research team through to the deal teams, we work hard to provide innovative and creative solutions. Our aim is to present you with deal solutions and prospects in keeping with your objectives. Deal Deliverability Knowing what deals are attainable for prospects is key to maximizing time and effort for clients who are continuing to run their company throughout this process. Conforming to a tightly controlled timetable we aim to collate data on prospects in an effort to validate their ability to close a deal. Working with third party strategic partners who are able to source specialist funding solutions for prospects keeps a deal on point. We have been in your shoes Many of the Benchmark International directors have been involved in the sale of their own companies which enables them to fully empathize with your situation and understand the mixed emotions and often hard decisions that are associated with exiting your company. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com our international offices Fully networked: we can deliver overseas prospects that are looking to enter the US markets. New York, USA London, UK Tampa, USA Manchester, UK T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Dublin, Ireland Edinburgh, UK Singapore Hong Kong our international offices Our offices allow us to leave no stone unturned when it comes to finding your buyer. Each have their own exclusive buyer databases which each office can tap into, to find that special buyer. New York, USA 590 Madison Ave | 18th Floor New York City | New York NY 10022 T: (001) 813 739 8999 F: (001) 212 521 4044 E: newyork@benchmarkcorporate.com Tampa, USA Bay Centre One 7th Floor, 5426 Bay Center Drive Tampa FL 33609 T: 813 898 2350 F: 813 280 9871 E: tampa@benchmarkcorporate.com London, England 12th Floor The Broadgate Tower 20 Primrose London EC2A 2EW T: 44 (0)207 904 1050 F: 44 (0)207 887 6001 E: london@benchmarkcorporate.com Manchester, England Spinningfields 3 Hardman Street Manchester M3 3HF T: 44 (0)161 359 3330 F: 44 (0)161 932 1401 E: manchester@benchmarkcorporate.com Singapore 35th and 36th Floor UOB Plaza One 80 Raffles Place | Singapore 48624 T: (65) 6 248 4500 F: (65) 6 248 4501 E: singapore@benchmarkcorporate.com Edinburgh, Scotland Conference House The Exchange | 152 Morrison Street Edinburgh | EH3 8EB T: 44 (0)131 526 3188 F: 44 (0)131 200 6200 E: edinburgh@benchmarkcorporate.com Hong Kong 20/F & 33/F 100 QRC One International Finance Centre 1 Harbour View Street | Hong Kong T: (8) 525 808 1909 F: (8) 52 2166 8999 E: hongkong@benchmarkcorporate.com Dublin, Ireland Block 4 | Harcourt Centre Harcourt Road Dublin | 2 T: (35) 31 901 0162 F: (35) 31 901 4610 E: dublin@benchmarkcorporate.com Cape Town The Colosseum First Floor | Century Way Century City | Cape Town | 7441 T: +2721 526 0300 F: +2721 526 0311 E: capetown@benchmarkcorporate.com US offices: New York | Tampa UK offices: London | Manchester | Bristol | Edinburgh | Belfast International offices: Hong Kong | Dublin | Singapore | Cape Town T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com meet the team The Benchmark International team comprises of some of the most experienced individuals within the company sales market. With a wealth of experience and commercial understanding they are ideally placed to lead your company sale. Steven Keane Global Chairman Gregory Jackson Global CEO James Thornton UK Managing Director Michael Lawrie Sales & Marketing Director Louis Kickhofel Director Nicholas Mortimer Director Kendall Stafford Deal Leader Director Patrick Cashmore Associate Director Tony Yerbury Associate Director Kieran Schofield Associate Director Roger Forshaw Senior Deal Executive Travis Donaldson Deal Adam Palmer Senior Deal Executive James Robinson Senior Deal Christopher Fielding Deal Executive Lead Michael Weihl Director Clinton Johnston Director Nick Hulme Corporate Finance Director Darren Kearney Director Lee Richie Director John Thornton Director (Africa) Paul McCarney Head of Marketing Nick Perry Deal Origination Manager Bhavina Halai Project Manager Eve Woodhouse Global Business Analyst Carl Settle Sales & Marketing Manger Martin Kelway Head of Research Strategy Emily Cogley Deal Origination Sam Smoot Deal Origination Angel Acosta Seal Origination Kevin Betourney Deal Origination Lowell Tamayo Deal Origination Jeremy Gibson Deal Origination Executive T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com meet the team Juan Olivarri Deal Transaction Assistant Anna Davenport Corporate Deal Executive Joanna Law Corporate Report Writer Stefan Kaczmarczyk Corporate Report Writer Nicki Ronson Business Analyst - International David Rigby Business Analyst - International Jonathan Parkinson Corporate Deal Executive Liam Rice Corporate Report Writer Marcus Halstead Business Analyst - International Courtney Gardiner Annie Shiel Corporate Deal Corporate Deal Executive Executive William Berisford-Ince Corporate Report Writer Anisa Bagas Prospect Generator Lauren Shepherd Corporate Report Writer Sabina Chhadat Corporate Report Writer Samantha Bolton Corporate Deal Executive Bethany Simpson Client Support Officer Elli Stone Corporate Report Writer T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Robyn Skillen Deal Executive Sean Bourke Business Analyst - International Tiara Fiaz Prospect Generator Rachel Woodward Lisa Cormier Business Analyst – Business Analyst – International International Thomas Blears Business Analyst - International Lisa Duffy Prospect Generator Andrew Bilodeau Deal Lead Johnathan Parkinson Business Analyst - International Salwah Rehman Business Analyst - International Jordan Ward Prospect Generator Neil Anderson Prospect Generator Olivia Davey Corporate Report Writer Andy Hancock Prospect Generator Elanor Wright Prospect Generator T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com our core values Strong core values epitomize the essence of Benchmark Internationals approach to selling your company. Understanding Creativity We work extremely closely with clients from the outset, understanding their objectives, timescales, and expectations. The structure of our teams enable us to maintain and build on this understanding as the process evolves. We aim to be creative throughout the process – from the presentation of your company in the Information Memorandum through to the way we work to identify prospects and facilitate deals. Integrity Teamwork Our candid and straightforward approach means we aim only to take to market those companies we feel we can sell, and consequently meet your expectations. Working closely with clients allows us to develop a unique relationship that ensures collaboration within all areas of the company sale process. Sharing knowledge with clients throughout the process ensures we are working towards the same goals enhancing the chances of success. Experience Our many years experience in company sales and mergers enables us to provide clients with the necessary process aimed to achieve maximum value. We understand the hurdles that will arise during the process and have the people and skills to overcome them. Accountability Transparency and accountability runs through the very core of Benchmark International. With our Director-led approach, clients are able to speak to anyone in the team at any stage. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com planning your sale We understand that the decision to exit your company is not taken lightly. Knowing when the time is right to exit is not always simple, especially when you are focused on the day-to-day operations of your company. The Company Life Cycle Companies often grow well in their early years of trading, and then sales start to level off. At point A investment is required. If investment is made you will reach a point A scenario again illustrated by point B and the cycle will repeat. If investment is not made point C is highly likely as your company could stall and decline. • After early growth many companies reach a size where further expansion is limited without significant investment. • Companies and markets rarely stand still and without investment, decline is likely. • Identifying where you are on the curve and choosing the time to go to market is critical. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com exit solutions Our philosophy is to turn the initial one size fits all company sales approach – which is adopted by many Brokers, Investment Banks, Mergers and Acquisitions Companies etc. - on its head. There are many exit opportunities available to clients and listed here below are a selection offered in todays market place. Cash Performance Related Payments (PRP) Deferred and Contingent Payments Cash in full on close deals are often achieved. Acquirers gain immediate ownership and sellers are happy as there is minimum financial risk. An all cash deal is ideal if you are retiring or want an immediate exit. An initial consideration is made on close and then secondary performance related payments are made subject to certain performance caveats. You can maximize the deal by linking it to future growth and the buyer can hedge risks and finance the deal from future profits. Deferred payments are fixed and carry interest at an agreed rate. They may be secured by acquirer guarantees and in some cases by bank guarantees. Contingent payments, or earn-outs, are often linked to the future profitability of the company. These can be risky and should be seen as the icing on the cake for risk averse sellers. Elevator Deals Earn Outs Elevator deals are for ambitious sellers – cash-in some of your chips and keep playing. Such deals provide a mechanism to link the acquisition price of a company to the potential future levels of its profits. The Sellers on-going involvement is required in order to drive and elevate future profits and value. This has the potential to truly maximize value and is ideal for companies in the infancy growth stage, young and ambitious sellers, and entrepreneurs. This concept is exciting for those who have worked hard to build a company and want to both de-risk and keep a hand in the game. These are effectively performance related payments, where the seller is expected to stay on and work to achieve the PRP through work on a service contract. The idea is that the seller has a financial incentive to help make a success of the company after the sale. Retentions Modest retentions are often made by acquirers, against closed monies due, pending the outcome of certain specific events, typically an agreed level of assets on close. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Mergers A combination of two or more companies, resulting in the creation of a new entity. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com identifying your prospects To find a range of motivated prospects, there is no substitute for diverse and extensive research. Our comprehensive Prospect Intelligence Department generates potential targets through a combination of: • Desktop review. • Sector expertise. • Discreet enquiries to our vast network of contacts. • Market news/intelligence review. • Interrogation of our sector deals databases. • Prospects are researched for relevance, appetite, financial position and deliverability, and filtered down accordingly to a core of prospects with a strong rationale and capability for acquiring your company. • All prospects are asked to sign a Non-Disclosure Agreement and Prospect Profile which is submitted to you for consideration. We think outside of the box in our efforts to generate a credible list of motivated prospects. In our research and marketing activities we observe a high level of client confidentiality. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com hmarkcorporate com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com selecting the right acquirer Direct Competitor Strategic / Synergistic Purchaser Overseas Buyer • Likely to already understand your company • Easier to identify • Obvious synergies • Confidentiality is key • Potential for complementary synergies • Confidentiality less of a concern • Should have management capability • Would likely pay greater profit multiples than a direct competitor • Higher than average multiples paid • Funding usually in place • Will add significant investment and expertise • Growth opportunities in global and complimentary markets • Extremely aquisitive and therefore highly motivated to close deals in quicker timescales MBO or MBI Financial Purchaser Private Individual / Opportunistic • Maintains confidentiality • May avoid taking your company to market • Quality of management • External funding required • Cash vs. retention of interest • Reporting and controls post deal • Lower likely price expectations • Historically have paid greater profit multiples • Future growth needs to be demonstrable • Retention of an interest • Warranties • External funding required • Bring relevant expertise • Quick decisions • May bring strategic input • May not have a management team • May not be any synergies • Return on investment focused T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com what drives the value of your company? Although accountants and academics state that there are many technical ways of valuing your asset, the reality is that value is determined by how much a third party is prepared to pay. Experience from our global deal history tells us that different acquirers are prepared to pay different levels for the same company thus creating competitive tension. Factors affecting value What are the parameters? In our experience the key factors that influence the value of a company asset are: The following graph is an indication of multiples paid across the mid-market sector in recent months: Quality / loyalty of customer base Opportunity for profitable growth Sustainability of earnings/quality of profits Strength of brands Skills of management / staff Ease of integration / synergies with the prospects Proven track record Positive market demographics / opportunity Defensible intellectual property Capital/working capital requirement We identify the key drivers and present the value drivers of the company T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com value maximizer The Value Maximizer is a unique exit process that has been designed and developed by Benchmark International aimed at delivering maximum value for your asset. Our Strategy has a number of key components: • An understanding of the company and of the seller’s objectives. • Developing, jointly with the owners, a strategy to achieving those objectives. • Identifying the value drivers of the company that will enhance overall value. • Identification of any problematic areas that need addressing that may affect the deal. • Company market appraisal, by a Benchmark International Director. • Preparing a market-leading Teaser Document and Information Memorandum in which we will creatively highlight the key aspects of the company to grab the attention of motivated prospects. • Business intelligence and prospect research to produce a targeted list of acquirers. • Confidential approaches to the appropriate decision makers in identified potential acquirers. • Creating a competitive environment with the aim of presenting a number of deal structures and bids. • Leading commercial dialogue on a sellers behalf and managing a tightly controlled timetable to maintain momentum and choice • Delivering an ‘in principle’ deal by way of a Heads of Terms document to your legal advisors T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 1 - understanding the value drivers We believe that you cannot sell a company effectively and maximize its value without full understanding an owners objectives. Initial confidential meeting Understanding Your Objectives We will arrange for a Benchmark International Director to meet with you at your company to carry out a Company Market Appraisal. The aim of the meeting is to identify the value drivers and key benefits of your company. The Director will establish your objectives and together agree a preferred strategy to maximize value. Knowing what is most important to you will help the transaction progress. As well as the value, you will need to consider other factors which include: Understanding strengths and weaknesses Honesty is the best policy. If we are made aware of any challenges and concerns facing the company and its owners we can help address these in an effort to reduce the potential impact on value. Financial Overview We will take an overview of your companies financial position including its underlying profitability, potential and assets and liabilities. Where the value is not obvious in the financial statements we look to identify and extract this hidden value. We recognize that many acquirers will look to the companys future financial growth and performance and our Director will discuss with you your financial projections and growth forecasts. • Do you want a complete break or some on-going involvement? • How important is a good home for your company? • How quickly do you want/need to exit? • Confidentiality and sensitivity of information Presenting the Opportunity First impressions really do count - this is as true for an acquirer as for any other situation. Before we take your opportunity to market we will prepare a Teaser Document and a detailed Information Memorandum. The Teaser Document ; Benchmark International will prepare a teaser document, for your approval, which summarizes the opportunity and succinctly provides the prospect with its key features and benefits. This document will not disclose your companies name or any sensitive information. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Information Memorandum: A professionally written and presented document containing sufficient information to promote the opportunity, and allow prospects to formulate their interest in your company It will contain a summary of the following: • Overview of the companys activities • The market and future growth opportunities • Competitive advantages and differentiating factors • Benefits to a prospect and ease of acquisition • Company background and history • Key achievements and milestones • Financial Overview • Assets and IPR • Company structure and ownership • Sales and marketing information Once finalized your sign off on the Teaser Document and Information Memorandum will be required to launch the process into its next stage. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 2 – buyer intelligence Our remit is to identify distinct prospects, those for whom the acquisition of your company would provide synergistic or strategic benefit. We aim to look beyond the obvious, your direct competitors, to complementary markets, International and overseas players, and financial prospects in an effort to create a competitive environment seeking to achieve maximize value. Our strategy is targeted yet diverse with prospect profiling centered around deal deliverability. Detailed research Global market intelligence Our Prospect Intelligence team draw on both its existing knowledge and extensive research capabilities to investigate potential targets in detail, thus creating a profile of prospects, their motivations, financial strength and appetite for acquisition. Our unique Prospect Intelligence software allows us to have access to different types of prospect worldwide. Our global research encapsulates: Market activity and recent transactions in related sectors Detailed sector research including competitors, suppliers, customers, related products and markets Detailed company research Sector news and current issues • Substantial acquirers database – we have access to numerous global acquisition history sources which assists us to identify specific strategic acquirers on a client-by client basis. • Global Private Equity Houses – including both Venture and Development Capitalists, with significant funds for full or partial acquisition. • Global Mergers and Acquisitions specialists and other professional advisers – acting exclusively on behalf of the acquisition side with retained clients, but each with their own network of professionals looking for acquisition opportunities worldwide. • Database of High Net Worth Individuals (HNWIs) – due to the volatility of the commercial, residential and stock markets, HNWIs have largely changed their focus to the acquisition market as a viable alternative. The aim of our global prospect profiling is to place your opportunity in front of as many qualified acquirers as possible T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 3 – confidentially marketing the opportunity Adopting a multichannel marketing approach our focus is on enticing in key decision makers and getting your opportunity firmly in front of them. Confidentiality Meetings and preparation We understand that some of your companys facts and figures may be highly confidential. Therefore we manage the distribution of information to prospects by leaving out sensitive aspects from the Teaser Document. We obtain a signed confidentially/nondisclosure agreement, which we submit to you for your approval, prior to the distribution of the Information Memorandum. It is important to prepare for all meetings. We can help plan how to get the right messages across, how to control the meetings and how to deliver the key features and benefits of your company. Prospect tracking Following information distribution our deal team is firmly focused on cultivating the prospects interest. Our aim is progress the prospects to the next stage, a meeting. Key considerations include: • Focus upon supporting and promoting the motives for the prospects acquisition. • Setting the tone appropriate to the prospect (e.g. understanding different cultures and attitudes) • Where to meet – venue preparation (especially if on site in view of confidentiality) • Developing trust and rapport • When should you discuss, or not discuss, value • Focusing on promoting the company, not the seller – underplaying your own importance • What more do you want to know about (intentions, management, etc.) T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 4 – creating choice We will employ a range of strategies and techniques to ensure that the prospects make the best possible bid. Fixing the timetable Detailed bids Information flow By being clear with what is expected and by when, we are able to retain control over the process and take power away from the prospect. It also means that the deal is run at the pace of the quickest and most attentive prospect not the slowest which injects a sense of urgency and competition. We request prescriptive bidding details from the prospect outlining their bid criteria as well as price. This bid criteria can include, but is not limited to: Rather than issue further information en masse, it is given out in bite sized chunks and in return for information from the acquirer . This helps us to build a better landscape of the acquirers intentions, and the benefits of the deal. More knowledge means that you are better prepared to consider any bid. Competitive tension It is unlikely that prospects will ever know how many other bids exist or the extent of the other bids. Our Value Maximizer is designed to create competitive tension and choice. • Detailed structure of the deal • A prospects stance on key legal issues (e.g. warranties) • How the deal will be funded • Intentions for the company (e.g. will it be relocated? will staff be retained?) • What approvals are required? • Role for the sellers, status, remuneration, etc. This approach facilitates comparison of bids and allows each key point to be considered separately. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 5 – bidder selection It is highly unlikely that all bids will look exactly the same and therefore effective comparison is not straight forward. We will help you to understand the differences between the bids. Factors may include: Overall price On-going involvement Empathy The most emotive factor, but often the highest price is not the best bid for you in achieving your objectives. Are you required to stay in the company and if so, in what capacity and for how long? Could you work with the prospect post transaction, and what impact may this have on any deferred or contingent consideration? Deal structure Are you to be remunerated? Deliverability How the deal structure impacts on you now, and in the future: Timescales One deal that looks better on paper may not be as deliverable as another (e.g. may need to raise external finance). This is possibly the most important factor in choosing the prospect. • How much cash day one? • What is the nature of any deferred payments - (e.g. are they secured and if so how)? • Are there retention accounts? • Is future consideration fixed or dependent on future performance? • Is there an upside for over-performance? How quickly can each party complete and what level of due diligence is required? Who are their advisors and lawyers and do they need additional approvals? Intentions Do the prospects plans for the company accord with your wishes and how might this impact on the future for your staff? T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Your Lawyers and Advisors We would liaise with your Lawyers and Advisors to ensure that they too have any information they required to assist them and assist you with your decision making process. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com stage 6 – the close A deal is now agreed in principle and the prospect will usually be afforded a period of exclusivity to undertake the necessary validation of the company. This process is likely to take a number of weeks, but if managed effectively it can be relatively straightforward. Agreement in principle Project management Managing bottlenecks Once you have considered the bids, taken advice and made your decision we prepare an outlined in principle bid document which we call, Heads of Terms. This document sets out the spirit of the agreement between the seller and acquirer and gives both parties confidence to instruct lawyers and financial advisors to carry out professional due diligence and negotiate the letter of intent and sale & purchase agreement. There are a number of parties with differing objectives to the transaction; we set out a clear timetable and close plan that all parties agree to. We monitor and drive the delivery of the deal milestones against this timetable. This fosters ownership and accountability. In almost all deals, issues can arise that are not core to the company but which need resolving. Our experience enables us to help resolve these as quickly as possible and maintain momentum. Such parties include: The process can be a stressful and emotional rollercoaster for both acquirer and seller and feelings can become frayed, potentially damaging relationships and jeopardizing the deal. We can act as a buffer to keep things on an even keel and help raise issues in a constructive way. • You • The buyer • Due diligence providers • The buyers financial advisors • The lawyers • Any of your staff who needs to be brought into the loop to facilitate an effect close (e.g. Financial Controller) Due diligence We can help you to collate any information requested by the acquirers due diligence providers and advisors. T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Act as a buffer Legals We can help with the appointment of a corporate lawyer to assist you with your decision making process and to draft the legal documents on your behalf, as well as assessing, explaining and helping with discussions on any commercial points. our vital statistics At Benchmark International we believe in setting the standards and our credentials are further proof that we deliver what we say. Our fresh and forward thinking approach enables us to constantly deliver our clients expectations : • The team at Benchmark has dealt with some 500 company sales, with an aggregate value in excess of $4billion. • Our International market intelligence team has access to comprehensive databases of potential acquirers. • Benchmark managed a deal flow in excess of $500m in 2013 • We are extremely proud to report that 2013 resulted in a record level of transactions for Benchmark International • US offices: New York | Tampa • International offices: | Hong Kong | London | Dublin | Singapore | Edinburgh If its results you are interested in then look no further. When you instruct Benchmark International to sell your company you will be working with a tight knit team that only cares about you and your deal. We are not a volume web listing operator and do not allow ourselves to become swamped in a plethora of instructions. Your success and results are what we are about! Our ethos is to give a quality, results-driven service whilst maintaining confidentiality. Our offices allow us to leave ‘no stone unturned’ when it comes to finding your acquirer. Each office has exclusive prospect databases which each office can ‘tap’ into, to find that special acquirer. Fully networked was can deliver motivated overseas prospects that are looking to enter the US market. Results that speak for themselves T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com Take the Next Step take the next step to exiting your company for maximum value. Speak confidentially with one of our experienced specialists today. Call us on (1) 813 898 2350 Fax us on (1) 813 280 9871 Email us at US@benchmarkcorporate.com Visit us online at www.benchmarkcorporate.com T: T: 813 813 898 898 2350 2350 E: E: US@benchmarkcorporate.com US@benchmarkcorporate.com www.benchmarkcorporate.com www.benchmarkcorporate.com US Offices: New York | Tampa UK offices: London | Manchester | Bristol | Edinburgh | Belfast International offices: Hong Kong | Dublin | Singapore | Cape Town Our offices allow us to leave ‘no stone unturned’ when it comes to finding your acquirer. Each office has exclusive prospect databases which each office can ‘tap’ into, to find that special acquirer. Fully networked was can deliver motivated overseas prospects that are looking to enter the US market. Benchmark International Company Sales Specialists LLC Corporate Headquarters Bay Center One th 7 Floor, 5426 Bay Center Drive Tampa FL 33609 T: 813 898 2350 F: 813 280 9871 E: US@benchmarkcorporate.com W: www.benchmarkcorporate.com T: 813 898 2350 E: US@benchmarkcorporate.com www.benchmarkcorporate.com