SELL-SIDE PROCESS
1. PREPARATION
- Develop marketing strategy and value proposition
- Financial analysis
- Normalized EBITDA
- Projections
- Prepare Confidential Information Memorandum & Teaser
- Finalize target list
2. MARKETING
- Contact targets and send Teasers
- Secure NDAs with interested parties
- Distribute CIM & buyer Q&A
- Solicit and receive Indications of Interest
- Conduct Management Meetings
3. LETTER OF INTENT
- Establish LOI criteria and set deadline for submission
- Open virtual data room and provide most recent company performance information
- Receive and evaluate LOIs
- Negotiate LOIs with selected parties
- Select finalists and execute LOI
4. DUE DILIGENCE
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Oversee data exchange between buyer and seller; performed by accounting and legal advisors
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Establish working capital target
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Protect Valuation
5. NEGOTIATIONS
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Negotiate Purchase Agreement, including representations, warranties, baskets and caps
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Negotiate seller employment/consulting agreements
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Negotiate Earnout, Seller Note and other ancillary agreements
6. CLOSING
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Execute final documents
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Wire transfers