Transactions are all around us, even in the SME world. This could be raising new funds for expansion, making an acquisition, restructuring shareholdings, or eventually selling all or part of the business. Most owners or managers will only go through one to two transactions in their life, but each one represents a chance for a step change in their business or an opportunity to generate wealth. It is important to get it right!
Well of course you can navigate this without a corporate finance adviser. You can also sell your house without an estate agent, remodel your house without an architect, fit a new bathroom without a plumber….. but in most cases you won’t get the best end result. The same applies to transactions. A corporate finance adviser will prepare you and guide you through the process, and you will end up with a better outcome as a result.
But advisers cost money, so as with every business decision you make, you need to understand the benefits an adviser can bring. So let’s take a look at what they are….
An adviser will rarely know your business or industry as well as you do. But they do understand the dynamics of a business lifecycle, and how transactions can form part of that journey. They can provide a sounding board for your plans, providing input on whether it is the right time, what challenges you will face and what you will need to think about to make it a success. Getting an adviser involved early can help you shape the transaction to deliver the maximum benefit.
If you have never been through a transaction before, you are entering the unknown. An adviser can explain what lies ahead, how things will work, who the various parties will be and what will be expected from them. This is essential for an owner or management team so they can plan resources and set expectations.
Before you go into any transaction you need to ensure you are ready, and address any issues early on.
If you are selling your business you need to have well prepared historical financial data and a business plan. You also need to work out what are the key things to highlight to a buyer or are there any issues that will put buyers off that need to be dealt with.
If you are looking at a management buyout or to make an acquisition you need to ensure you have realistic options to finance it with debt, equity or a mixture.
Whether you are raising money, buying or selling you will need to reach out to external parties. While you may have some ideas yourself on buyers, funders or potential acquisition targets, well connected and active advisers will be able to supplement that with either up to date market knowledge, or through a thorough research process. If you are only going to do a few transactions in your business life, it is better to spend the time preparing and researching your options before you start.
While you are good at running your business, advisers are good at running transactions. It’s what we do every day, and while no deal is ever the same, they all have some key stages to progress through – preparation & research, targeting potential buyers/ sellers/ funders, negotiating offers, signing Heads of Terms, due diligence and finally transaction legal documents. We will keep things moving, take the pressure off you and your team, and make sure the transaction proceeds as efficiently as possible.
No there won’t be a black leather couch, but I can guarantee that there will be some stressful times during the process. Everyone will be working hard, so often negotiations get fractious and difficult. Again, having an adviser takes that pressure off you. We can have those difficult conversations for you, we can help you maintain perspective when things seem to be going awry, and we can help you to decide where things are worth negotiating, and when it is better to concede and move on. These are often life changing events, and they are not ones to navigate on your own.
Pretty fundamental! So finally, when you and your team are flagging, and completion is near, all the efforts of the negotiation need to be translated into the legal documents. Your lawyers will look after the legal aspects, but we will make sure that all the commercial elements are correctly documented and reflected. And most importantly make sure the right amount ends up in your pocket!
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