Agincourt’s focus is transaction management. At some point in their life cycles, many dynamic companies grow by acquisition. Some enter into joint ventures or other complex relationships. An even greater number – from “emerging growth” startups to established, owner-operated businesses – eventually sell themselves to achieve liquidity for their owners.
Identifying a buyer or a target is often the easy part. Most managers know the players in their industry who are potential merger partners. Even if you have resolved to engage an investment banker or business broker to help “source” the transaction - to identify a buyer or target - a conventional investment banker or broker is not equipped to take the lead in positioning your company for the transaction, in performing an in-depth evaluation of the target or buyer, or in managing the transaction to ensure that it closes. They count on management to do all of those things. Unfortunately, many owners and managers don’t know how to do them. As a consequence, they complete a deal on less than optimal terms or, worse yet, they go down the path toward a deal only to have it fail before closing.
Agincourt Consulting Group can prepare you and your company for this challenge, and project-manage the entire transaction process to maximize your likelihood of success. For example, in a typical "sell side" transaction, the following a just some of the services we can provide:
- Preparation Phase
- Analyzing your company's historical financial statements for historical anomolies and for elements that will not apply post-acquisition, and developing pro forma financials that will cast the company's performance in the best possible light
- Developing a top-quality Budget or multi-year Financial Model for your company that will show its potential in the hands of the buyer. Our models have a level of detail and scalability that will help you to establish credibility, and will help the buyer to "stress-test" the projections and ask its inevitable “what if” questions
- Preparing written and visual presentations, and other offering materials
- Helping you to develop your “pitch”, including your answers to questions that potential buyers are likely to ask
- Preparing the company in advance for a buyer's due diligence review, including review and augmentation of your financial and legal books and records (i.e., “getting the house in order”)
- Negotiation and Diligence Phase
- Advising and assisting in structuring the transaction terms, including helping you to understand and evaluate the terms proposed
- Participating in negotiations with buyers
- Coordinating the due diligence review conducted by the buyer, including managing the company’s responses to ensure that the facts are presented in the best possible light
- Where appropriate (for examplem, if payment will be in buyer stock or notes), conducting a due diligence review of the buyer
- Documentation and Funding Phase
- Coordinating all internal and external resources (e.g., internal finance department, lawyers, accountants, investment bankers, etc).
- Continued advice and assistance regarding transaction terms
Of course, we assist in buy-side transactions as well, in many cases with a mirror-image of the services outlined above. Please contact us to discuss the details of the transaction you are considering, and how we can assist you to make it successful.