Whether a business owner is interested in selling now or in the future, it is never too early to have an experienced deal team in place. Having a deal team will allow an owner to partner with professionals that can lead them toward a successful transaction. The deal team’s experience and advice are vital for the inevitable challenges that come up during an acquisition including deal value and structure, working capital adjustments, representations and warranties, business interruption, employee fatigue, negotiations, tax planning, post-sale integration, and many other items.
Quality Deal Team Characteristics
An effective deal team will feature the following people:
An investment banker can help guide an owner through potential exit options, as well as the potential sale valuation of a company. Once an owner is ready to move forward, an investment banker is the main point of contact during a transaction — developing the marketing strategy and documents, identifying potential buyers, actively marketing a client’s business to those potential buyers, managing the due diligence process, and building out the virtual data room. Investment bankers also assist in deal negotiations and help minimize distractions while the owner both operates and sells their business.
In our experience, buyers want to use the accounting firm they have worked well with historically, however, it is important to have an accounting firm that is well versed in mergers and acquisitions. It is also important for a seller to work with their accountant before a sale to review tax structure and status to make sure a transaction is tax efficient for the seller.
Both before and after a sale and significant liquidity event, a wealth advisor is critical for an owner’s succession planning. The wealth advisor should be used before a sale of a company to help a business owner consider succession timing, financial implications, and lifestyle post-transaction. The advisor can also help a seller determine the amount that they need to support their lifestyle and work with the investment banker to determine if the valuation range during a sale will meet the owner’s goals and objectives.
During an M&A process, there will be a number of legal documents drafted and a good attorney will know how to protect their client and structure the terminology. It is important to work with an attorney who is experienced with M&A transactions and purchase agreements as they will be able to understand the aspects of the purchase agreement and negotiate the best possible deal for the business owner.
The final part of the deal team is the owner’s management team. The management team can support the owner by collecting materials necessary for marketing and communicating the company’s mission and capabilities during management presentations with potential buyers. A management team’s sophistication level is a great selling point and is essential for transition and integration during an acquisition and post-close.
Each member of the deal team can help an owner plan ahead and assist during a sell-side process to obtain the best possible outcome. As much as their roles and areas of expertise may vary, the entire deal team has one key purpose: to help achieve a seller’s objective in selling and maximize the value of the business.