Does it have to be complicated and expensive to sell your business?
Selling a business is a very time consuming process. Unless properly managed, it can impact the day-to-day performance of that business leading to an erosion of value.
Without proper advice you may end up with a reduced value at completion. You will be dealing with experienced M&A professionals on the buyer’s side who are well-versed in reducing consideration and know all the ways to drive down the actual amount paid – from due diligence deductions through the Equity Bridge calculations to Earn-Out restrictions.
When choosing an advisor you need to make sure that they are experts within the sector and as a result they can meet your valuation expectations. With Venture Corporate Finance’s unique four stage process, its unrivalled sector knowledge and transactional experience, together with its shared-risk fee structure, we will minimise the complication, the risk and the cost.
THE SALES PROCESS
The Venture Corporate Finance way
Our four stage process allows you to decide to sell with confidence and proceed to completion in a timely manner.
As the first part of our unique four stage process we prepare a Transaction Readiness Report which addresses valuation, drivers of the valuation, any potential issues and the buyer landscape.
As part of our commitment to shared-risk this is provided completely free of charge, the only cost to you will be your time.
Stage 1
Investigate
Our transaction readiness report will allow you to fully understand the key elements of your business and indicates if the business is ready for sale at the valuation required.
Included
- Summary business review
- Drivers of value
- Financial summary
- Market valuation
- Buyers landscape
Timeframe ACTION
Day 1 Information request sent to client to enable project to start
Day 6 Receive back client information
Day 7 Transaction team start work on the report
Day 9 1 hour 1-2-1 session on the business and its proposition
Day 12 Report completed
Day 13 Face to Face or Video meeting to review the report
Day 20 Review next steps
Day 21 Agree next steps
Stage 2
Marketing and sale preparation programme
As we move forward from stage one we now look to develop your unique proposition into transaction documentation and prepare you for due diligence should you you accept an offer.
Included
- Transaction documentation
- Buyers approach report
- Buyer introduction meetings
- Set-up data-room and start due diligence preparation
- Negotiate with buyer on valuations
- Weekly review meetings
Timeframe Action
Month 2 Follow-up 1-2-1 to review further information for proposition
Month 2.2 Complete teaser with client sign off
Month 2.3 Complete Information Memorandum
Month 2.4 Agree with client buyers approach list
Month 2.4 Approach buyers for interest, valuation, questions
Month 3 Face to Face or Video meeting with buyers
Month 3.1 Set-up data-room and list of due diligence questions
Month 3.2 Negotiate with buyers and agree valuation and deal
Stage 3
Negotiate Head of Terms document
The Heads of Terms document is a crucial milestone in the process and lays out the key terms of the buyer’s offer. Together we will agree and negotiate this document
Included
- Negotiation with buyer on Heads of Terms document
- Agree roadmap for completion
- All parties introduction including your taxation and legal advisors
Timeframe
ACTION
Month 3.1 Receive from buyer Heads of Terms document and circulate
Month 3.2 Review meeting with lawyers and shareholders on Heads of Terms
Month 3.3 Highlight and negotiate outstanding issues
Month 3.4 Heads of Terms signed and agreed
Month 3.5 All shareholder and principles meeting to kick-off stage 4
Stage 4
Project manage due diligence to completion
Often described by sellers as `death by a thousand cuts` as you have so many obstacles to overcome at this point. Expertise and experience in completing a deal can save you hundreds of thousands of pounds during this final stage.
Included
- Full project management
- Support with due diligence and uploading information requests to a secure data-room
- Review of net working capital and Equity Bridge calculations
- Weekly principals meetings
- Support with Share Purchase Agreement (SPA) document negotiations.
Timeframe ACTION
Month 3.4 Receive due diligence questions for legal, taxation and finance
Month 4 Upload additional documents to data-room
Month 4.3 Answer initial due diligence questions
Month 4.4 Review net working capital and Equity Bridge calculations
Month 5 Receive and review draft SPA
Month 5.1 Complete disclosures
Month 5.3 Negotiate outstanding obstacles
Month 5.4 COMPLETION – Great job everybody!
The unofficial Stage 5
After transaction support
Once most corporate finance businesses have their success fee you will not see them for dust. At Venture Corporate Finance we believe that the transaction is only fully completed when you have all your proceeds. Your satisfaction matters to us beyond that completion signing day.
Optional
- Support with completion balance sheet reviews
THE TIMETABLE FROM START TO COMPLETION
Sell your business in 4 to 7 months
This is generally the timeline taken for a business to sell. This timeline can be quickened should the seller have the relevant information and proposition to sell their business or equally it can be lengthened due to a business that is not transaction ready. Wherever your business is Venture Corporate Finance can help.
COSTS INVOLVED
Investigate
No Fee for this bespoke and detailed report.
All we ask for is 60 days exclusivity to complete and present the analysis.
Marketing
A one-off fee is incurred once we find you a suitable buyer, you agree to sell the business and sign the Heads of Terms document.
Completion
Once you have signed the Share Purchase Agreement (SPA) and competed the sale of your business then a success fee will apply.
Frequently Asked Questions
Is my information handled confidentially?
We will sign a strict NDA before any information is passed. All information is then held in a secure data site that you can access and delete at any point. At no point will we pass your information to any other parties without your knowledge.
How do i choose the right advisor?
All advisors will tell you have great they are, they know the buyers, they have experience of transactions but in reality choosing your advisor will come down to – do you think they are credible and do you believe you can work with them to achieve the best result for you?
How much does this cost?
The Venture Corporate Finance way is to ensure that you start with a no-risk solution. This is our Transaction Readiness Report which allows you to know your market value, understand if buyers would be interested in your business and determine if you are actually ready to sell!. If you then agree to go forward with a sale process we would look for a commercial fee plus a success fee when the deal is completed.
How long will the process take?
The process from start to finish can take anything from 4 months to 8 months and we generally sit someplace in the middle. The timeframes are dependant on a number of factors including the availability of your data, seasonality and most recently lockdowns. We have completed deals where clients are fully ready with the data in 3 months and others have taken 7 to 12 months. Do not listen to the brokers that have accelerator programmes or quick transaction processes as these short cuts lead to your losses later.