Florida Mergers & Acquisitions

Frank works with a full team of professionals that specialize in larger transactions.

First, what qualifies a business to be an M&A transaction?  There are several situations that could make your business qualify for M&A treatment:

• Your business has earnings greater than 1 million dollars.   When business grows to this size they become targets for acquisition by industry players.
• Your business is too large for an individual buyer to purchase or finance through conventional methods.   Once your business is worth multi-millions, a single individual usually will not purchase it
• Your business is in an industry that is currently being "rolled up".  In some industries, strategic buyers that wish to consolidate the marketplace will purchase even small businesses.
• Your business is experiencing incredible growth.   If your business is running out of capital because of growth, it may be an M&A target.
• You want to grow your business and perhaps retain some equity. If that is the case, you will need specific M&A expertise.

The M&A Selling Process

Understanding your goals - We meet with you and perhaps your advisors to understand your future goals. There can be many situations that could be present.  Important issues include:

• Your company is growing and you need capital.
• Your company is growing and you need expertise to take it to the next level., 
• You would like to take some chips off the table. 
• You want or need to retire and there are no family successors. 
• There are family successors and they will need capital and/or expertise. 
• You have been approached by your competition to sell your business. 
• There is an industry consolidation happening. 
• The marketplace is changing and you cannot or are not willing to invest to keep up. 
• You're tired and want to do something else with your life.

What ever the issues are, we need to understand them completely. Review your options - There are many options that you must consider.  I can help you understand them all. Important issues include: 

• Is it time to sell? 
• Who are the buyers?  
• Strategic or financial? 
• Can I raise capital? 
• Can or should I go public? 
• Will I have to stay on and how long? 
• What are our fees? 
• Are their any upfront fees?  (Most probably NO!!!)

Valuation! We can help you understand how much the company worth! Important issues include:

• Should I pay for a valuation? How much? 
• What multiple applies to my business?  
• What methods or rules of thumb are used in our industry?  
• Do assets matter?
• Do you apply gross sales
• What are the tax implications?

Create a doable strategic plan- Those who "fail to plan, plan to fail".  My M&A group will set up a plan of action to take your business to market. Important issues include:

• Which buyers do we approach first?
• How do we get the best price?
• How do we keep it CONFIDENTIAL! 
• Preparing the right marketing package (Deal book!)

Network and market the sale - My association with Transworld sets me within one of the largest and most successful business sales organizations in the country!  We work M&A differently! Important issues include:

• The multifaceted approach. First strategic buyers, next financial, then open market.
• Create competition for the deal! To get you the best price!
• Qualify buyers
• Review their qualifications.

Meet with prospective buyers - I will personally attend most meetings with buyers and be present on conference calls. We will prepare before hand.  We will also have a post meeting to go over how the meeting progressed. Important issues include:

• Meet with only the most promising & capable buyers.
• How to handle conference calls.
• How to handle face-to-face meetings.
• Limited but important information.

Solicit and review letters of intent (LOI's) - I will work with you and your advisors to decide who the best buyer is, and which one will eventually close! Important issues include:

• Who's the best buyer?
• Cash, notes, earn outs, stock, escrow?
• Senior debt, mezzanine, secondary?
• No shops and non-solicitation agreements?

Negotiate the sale - I have developed and finely tuned my negotiating skills. Most companies in the M&A process are professional buyers, therefore, you need an expert on your side. With me on your side we'll "Deal From Strength, Never From Weakness". Important points include:

• Negotiation never ends.
• What should be in the LOI?
• When should the definitive agreements be drawn?
• How long for due diligence?
• Who pays the attorneys, CPA's?
• Is an audit necessary?

Due Diligence - 50% of unmanaged deals die in due diligence. I will quarterback this process and keep everyone in the game. Important issues include:

• What information is necessary?
• Where is due diligence done?
• What to do when the buyer asks you to cut out the intermediary, your attorney, or CPA?
• How not to get a "haircut" as the deal progresses!

Close the deal! Once due diligence is over, then the M&A process must be completed. It will work tirelessly to get the transaction closed! Important issues include:

• Review and negotiate definitive agreements.
• Follow up with financing sources.
• Arrange real estate sales or lease transfers.
• Notify key employees at the appropriate time.
• Help arrange wire transfers.
• Make reservations for the celebratory dinner!!!