A Tailored Approach

SMC will address many important issues with our clients, including:

    • Valuation expectations; potential buyers
    • Deal structure; post-closing role of management
    • Scope of the marketing effort
    • Competitor, customer, and employee sensitivities
    • Confidentiality of company information
    • Timing (objectives, constraints)
    • Depth of management / client participation

Though we tailor our approach for each client’s unique circumstances, we  have identified 5 Phases of the Typical Sale Process

SMC Sale Process – Phase 1

Phase 1: Weeks 1-4

Become intimately familiar with our client’s business and its prospects:

    • Collect all relevant company data
    • Visit facilities
    • Understand competitive landscape
    • Discuss growth opportunities
    • Prepare a detailed Descriptive Memorandum
    • Develop a list of potential buyers
    • Begin to prepare due diligence data

SMC Sale Process – Phase 2

Phase 2: Weeks 5-9

Approach potential buyers

        • Briefly discuss the opportunity with potential buyers on a confidential basis
        • Execute confidentiality agreements with interested parties
        • Provide the Descriptive Memorandum and other necessary data to interested parties
        • Coordinate and facilitate all follow-up questions and requests for additional information
        • Generate Indications of Interest, which outline preliminary valuation ranges and structures
        • Cull through Indications of Interest to determine which suitors to pursue – separate the serious parties from the “tire-kickers”

SMC Sale Process – Phase 3

Phase 3: Weeks 10-13

Arrange management meetings and facility tours

    • Prepare for management meetings
    • Coordinate and conduct management meetings
    • Manage and arrange facility tours

SMC Sale Process – Phase 4

Phase 4: Weeks 14-16

Solicit and negotiate Letters of Intent (LOI)

Determine which interested parties to pursue based on:

        • Valuation / Structure / Timing
        • Strategic / Cultural fit
        • Chemistry
        • Outcome of management meeting
        • Integration plans

Decide on a small set of final bidders. Provide justification for a premium valuation. Solicit final offers.

Decide on a buyer and sign an LOI

SMC Sale Process – Phase 5

Phase 5: Week 17 – Onward

Coordinate due diligence and legal documentation

        • Facilitate the collection, organization, and presentation of due diligence materials
        • Post all due diligence material in an electronic data-room
        • Carefully monitor and record the flow of due diligence materials
        • Coordinate on-site visits by the buyer’s due diligence teams
        • Actively work with each party’s legal and accounting advisors in drafting and negotiating the purchase agreement
        • Execute a definitive purchase agreement and close

Since 1986

300+ Successful Transactions