• OUR PROCESS

The Sperry Mitchell Sales Process

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 shown in the chart below this text. 

Click a number just below to view associated activity during that particular phase:

PREPARATIONINDICATIONS OF INTERESTMEETINGS / FINAL OFFERSNEGOTIATIONSLETTER OF INTENT

Preparation

Phase 1: 

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

Approaches / Indications of Interest

Phase 2:

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”

Management Meetings / Final Offers

Phase 3: 

Arrange management meetings and facility tours:

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

Negotiations

Phase 4: 

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.

Letter of Intent to Closing

Phase 5: 

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.