Benchmark International is delighted to announce the transaction between Cambridgeshire-based KeCo and Brussels-based Sabert Europe.

KeCo is a fast-growing UK manufacturer and provider of sustainable foodservice packaging made from paperboard and bagasse. The company has its own trademarked StrEAT® range, as well as owning Karrott, a unique AR app offering customers the opportunity to integrate digital and active marketing within packaging.

A subsidiary of US-based Sabert Corporation, Sabert Europe offers high-quality and sustainable solutions for delivery, takeaway and catering. The acquisition enables Sabert to enter the UK market and increase renewable material manufacturing.

Every business owner should be keeping up with the top sales trends being used to boost companies’ bottom lines in today’s tech-driven economy. So what does the future hold? Use these sales trends insights to make sure you’re doing every last thing you can to take your business to the next level.

Social Selling
Over the last decade, selling has evolved immensely. More than 90% of consumers do online research before buying something these days. And that’s why social selling is becoming so integral to the sales process. Social media connects you with consumers already interested in what you do, so you already have the upper hand by simply having them as an audience. You are also able to build better relationships with them, which will translate to higher customer retention rates.

And don’t forget about the power of referrals. 70% of companies have reported that referrals convert faster than any other type of lead. If your consumers are happy with what you are doing, they will be more likely to recommend you to their friends and family—something that social media makes it easy to do in just a click or two.

Social selling also comes with a few other added benefits. It increases your brand visibility by actively engaging with people online, and it also keeps your brand top of mind. This means you get higher-quality leads. And with high-quality leads, you can expect to see higher sales numbers.

Value-Based Selling
Customers are savvier than ever. They can see through gimmicks. Simply shoving deals in their faces doesn’t work so well anymore, especially in the B2B sector. This is where value-based selling comes in.

Data shows that 87% of high-growth companies use the value-based approach, and with good reason. By focusing more effort on showing customers the direct benefits or personal value they can enjoy from using their products or services, you’re more likely to close more deals.

Artificial Intelligence (AI)
AI adoption for sales teams is projected to be at 139% for the next three years. This is because business leaders are realizing how it can make a massive impact on sales numbers by helping with processes and tasks. Did you know that AI is capable of performing 40% of sales tasks?

AI can help you gather valuable data on customers that you can use to craft marketing strategies to increase your sales. It can also provide value by offering suggestions to customers based on their recent transactions. But that’s not all. AI can also predict trends in your sector to help you stay ahead of the game, boost productivity by automating menial tasks, identify leads with a higher chance of conversion, and improve customer satisfaction.

Personalized Customer Experience
When you give your customers a more personalized experience, they are more likely to do business with you. Research shows that nearly half of all buyers will make an impulse purchase after getting a personalized shopping experience. Because most customers appreciate a level of personalization, they are willing to give you their personal information or create online profiles. And this is really half the battle when it comes to building a solid customer base. Additionally, when customers feel more engaged on your website or app, they are more likely to do business with you. As long as you can offer them convenience, speed, helpfulness, and friendly service, getting personal can take you a long way.

Outsource Sales
80% of logistics leaders have reported that the matter of outsourcing is no longer a yes or no question—it’s just a question of how much needs to be outsourced. The global outsourcing market is projected to grow to $82.2 billion by 2022.

By outsourcing, you will have a dedicated sales team that is laser-focused on identifying leads, reaches different segments through different platforms, and converts potential customers. Meanwhile, your company saves money and gets the sales expertise needed for the job while you focus more on your business. Outsourcing can also help small businesses with scalability issues. If your company experiences rapid growth, an outsourced sales team is ready to handle it.

Customer Relationship Marketing (CRM)
91% of companies in North America have a functional CRM solution integrated into their system. And guess what else? 65% of sales reps using mobile CRM have a higher chance of meeting their quotas. CRM makes it easy for reps to see all the data they need in a centralized system. Because it also stores customer data, CRM can suggest products depending on their past purchases. It can also improve your relationships with your customers by giving you a complete understanding of their needs and preferences.

Omnichannel Sales
Selling today is all about unifying your sales channels and creating a single commerce experience. This gives customers the freedom to choose how they want to buy your product while expecting the same level of service no matter which they choose. 73% of shoppers look at different channels when searching for a product, such as websites, social media, and physical stores. By being visible across channels, your company has a better chance of being chosen by a customer. Omnichannel sales also make the buying experience more convenient. In fact, businesses using omnichannel sales retain 89% of their customers. Yet, 55% of companies do not have an omnichannel strategy in place. It’s simple. Get ahead of the competition by nailing down your omnichannel sales structure.

Target Millennials
Millennials live through technology. In the U.S. alone, 82.2 million Millennials use the Internet, spending about $600 billion every year. They are the most likely customer segment to try new technological features that you offer. And 68% of Millennials prefer a more integrated shopping experience. This is why having that omnichannel sales strategy is so important. Offer them a seamless shopping experience that focuses on technology.

Don’t Forget Generation Z
Generation Z now makes up 32% of the global population, and they have a collective $45 billion in spending power. They represent a huge chunk of the consumer population, and they are spending more and more. Gen Z-ers are digitally entrenched, with an affinity for content from sites like YouTube and Instagram. You should use these preferences to your advantage. And the best part of securing their brand loyalty is that they are poised to be customers for the coming decades because they have just recently come of age. That’s a massive sales opportunity you don’t want to overlook.

Benchmark International was named Leading Mergers & Acquisitions Advisor of the Year by Acquisition International’s ACQ Awards.

A topic common to the mergers and acquisitions market is the measure known as the business valuation multiple. This method determines a company’s value by its potential to earn in the future. It calculates a business’s highest value by assigning a multiplier figure to its current revenue. Multipliers differ based on the industry, economic climate, and other factors. There are a few ways in which multiples can be applied. Common multiple methods include:

Benchmark International is pleased to announce the acquisition of Sheffield-based Systems Assurance by Warrington-based CloudCoCo.

Systems Assurance is a Microsoft Gold B2B reseller of IT hardware, software, and solutions, working with SME and public sector clients through its portfolio of cloud subscriptions and migration services. In the year ending 31 December 2020 the company generated revenue of £6.09m and an adjusted EBITDA of £209k.

CloudCoco is an AIM-listed provider of IT and communications services to businesses and public sector organisations. The acquisition of Systems Assurance marks part of CloudCoco’s buy and build strategy.

Chris Wheater, director at Systems Assurance, said this about working with Benchmark International: “There are many companies out there offering to find a buyer and help sell your company. So it's a big step to finally pick one, sign up and pay your money. I’m happy to report that Benchmark provided a great service and did what they said they would. We recently completed our sale and I would have no hesitation in recommending them. James Robinson and Roger Forshaw were supportive every step of the way and their experience and calm heads are just what is needed especially in the latter stages. A great service all round.”

We love to hear positive feedback from our clients, and we often share past client experiences with other parties. We showcase how Benchmark went above and beyond for sellers to get a deal across the line, or how value was added to a specific transaction. However, if you are considering hiring an M&A firm to represent you in a sale, isn’t it just as important to hear how buyers perceive the firm?

Benchmark International prides itself on a strong reputation within the lower middle market. Our company’s reputation spans vendors, clients, prospective clients, and buyers. Our team recently attended a conference where we had the opportunity to mingle with some of the most active investors within the lower middle market. The feedback we received from the buyers was highly encouraging and continues to reinforce our position as the best M&A sell-side representative in the industry. 

So, what are buyers saying about Benchmark International?

• Benchmark International has the best deal flow within the market. This means that buyers recognize the quality opportunities that our firm represents. They also recognize us for having the most sectors and diversified listings in the space. When a buyer is looking for a unique opportunity or a quality business, they know to call Benchmark International.
• The Benchmark International team does a great job of following up. Our deal team always strives to close the loop on the buyer’s level of interest, gather market feedback, or push the buyer forward with the process. There is no other firm in the industry that provides clients with the deal expertise and team size that Benchmark International offers. This allows our team to pick up the phone and discuss your deal with a potential buyer. Buyers have often shared that, in other cases, once they receive a Confidential Information Memorandum, they rarely hear back from the sell-side representative. But our team chases buyers during every part of the process, including trying to get a decision on a buyer’s level of interest on a Teaser, trying to gather a buyer profile and Non-Disclosure Agreement, gathering feedback from the Confidential Information Memorandum, feedback after conference calls and meetings, and so on.
• The quality of the information in your Confidential Information Memorandum exceeds other firms. When our clients go through our Benchmark 360 process, our team puts on their buyer hats and asks the tough questions. We want to ensure that the business for sale is presented in the best light, that our team fully understands the offering, and that the seller has the opportunity to think through how their company is positioned for market. Putting on our buyer hats allows us to anticipate the questions and information a buyer will find important for their decision-making process.
• The Benchmark International team is always professional. We understand that emotions can sometimes get the best of people. It does not matter which side of the table you are on, when you want a deal to go forward and the deal has hit a hurdle, we know it can be frustrating. The good news is that our deal team has seen a lot of hurdles and usually has the tools and options to overcome any issues if all parties want to work through them. One thing the Benchmark International team prides itself on is always being professional, even during hard conversations. Oftentimes, we all want the same outcome—a successful deal completion—and Benchmark International needs to take the emotions out of the conversation and ensure that everyone keeps their eye on the ball in order to move the deal forward.

The lower middle market is a tough market. Our deal experts not only have the experience to hold the seller’s hand throughout the process, but also stand up to the largest buyers within the market. Our reputation provides our clients the opportunity to have their Teaser reviewed by buyers that many cannot get in front of, let alone have long-term relationships with that allows our phone calls to be answered. This is critically important because having an M&A firm with a strong buyer reputation will help a seller maximize results once they go to market.

Benchmark International facilitated the Transaction between North Country Family Practice, P.A., located in Southlake, a suburb of the Dallas-Fort Worth, Texas market, and an undisclosed buyer.

Endevis operates three divisions, including professional contract staffing, direct professional placement, and recruitment process outsourcing across the United States. The leadership team alone now has over 150 years of combined experience in the recruiting business. Endevis’ industry reputation, experienced leadership, and passion for helping clients made them a prime target for acquirers.

Job.com is becoming an industry force in the staffing space.  They are reinventing the way employers attract, hire, and retain the right teams. Job.com uses advanced data science to put people back in control of their own success and unifying the staffing supply chain so companies can reduce the time and cost to hire the appropriate candidates and uphold great retain rates.  By joining Job.com, endevis will grow rapidly, reaching more clients and candidates and continuing to revolutionize the recruitment industry. 

Transaction Director Matthew Kekelis commented regarding the deal completion, “I truly believe that there was no better match for endevis than Job.com.  Their professionalism and attention to detail throughout the acquisition process were outstanding.  We wish the best for all moving forward in this exciting new chapter.”

Benchmark International’s client X Caliber Container, LLC, a Texas-based steel shipping and cargo containers provider, has successfully sold to LongWater Opportunities in Dallas, Texas.

X Caliber Container provides steel storage containers for a large and well-diversified customer base on a national scale with various products that overlap into several varied markets within the steel container industry. X Caliber Container then provides custom fabrication at both of its Texas-based facilities, including Firework Stands, Workshops, Mobile Chemical Labs, and Emergency Response units.

X Caliber Container co-owner Brent Isom commented, “I have been extremely pleased with each phase of the process, and the people are what has made it a great experience. The Benchmark [International] Team are at the tip of the top of the best companies that ever existed.”

LongWater Opportunities is an operationally-focused private investment firm headquartered in Dallas, Texas, with an office in Fargo, ND, that targets control buyout equity investments in lower middle market US-based manufacturing and specialty distribution companies. LongWater Opportunities believes in mutually aligned interests and investing patient capital in building successful American manufacturing businesses with long-term, sustainable competitive advantages.

Benchmark International proved value in finding a buyer with experience in the industry through its proprietary multi-medium marketing strategies. The market uncovered several interested buyers, but the ultimate buyer provided the right cultural fit for the sellers.

Transaction Director Amy Alonso commented, “We are thrilled to see that our client’s legacy and vision will remain and grow through this transaction. We understood that our client sought an acquirer who would take the company to the next level while also providing a great work environment for their employees. On behalf of Benchmark International, we wish both companies all the best in the future.”

Our Benchmark International team is proud to have released our latest exclusive publication of The Mark, Vol. XX.

This new version titled “RANKED #1,” features a slew of helpful information to enlighten you as a business owner, answer important questions you might have, and apprise you of the latest and greatest updates in M&A and the busy Benchmark world.

In this volume, some of the insightful topics you will find covered include:

• The Current State of Commercial Real Estate
• Can It Be “Too Early” to Put My Business on the Market?
• Be Wary of EBITDAC
• Why Lower Middle Market Companies are Attractive to Buyers
• Should I Sell to an SBIC?
• The Myth Behind Multiples
• Understanding Financial Due Diligence to Prepare for a Successful Close
• What is an Employee Ownership Trust?
• The Critical Focus of Cybersecurity in M&A Deals
  
  

And there’s a reason the volume is titled, “RANKED #1.” It highlights our prestigious recognition by Pitchbook as 2020’s #1 Sell-Side Exclusive, Privately-Owned M&A Advisors in the world, as well as the remarkable award-winning accomplishments of our team leadership.

This is just some of the unique content you can enjoy in this new edition. You will also find reports updating you on Benchmark’s European expansion and new headquarters, our latest featured opportunities, and some of our completed transactions.

We hope you will find it helpful and continue coming back for more.

You’ve proven you are an expert at running a successful business, and you know how to make money. But are you an expert when it comes to retirement? There are certain financial factors that high-net-worth individuals should consider leading up to retirement.  

Decentralized finance, also known as DeFi, makes financial products available to anyone on a decentralized blockchain network. Through this relatively new software system, all parties can interact directly through applications, eliminating a need for middlemen such as banks or institutions to facilitate transactions. It also eliminates a need for proof of identification or age requirements that banks typically require. There is no need for anyone to know anyone else’s identity. Everything occurs over a public blockchain, using smart contracts, which are bits of code that execute specified actions once certain criteria have been met. It’s based on mutual trust and strict privacy.

Now that you have found the perfect business for you to acquire, the question is, how do you finance the transaction? Most buyers will use a mix of debt and equity, but if you are a first-time acquirer, you may need help on where to go for the debt piece of the equation.

If you have never acquired another business before, the process of securing a loan for the acquisition might be challenging. Here are some things to consider when looking at your debt options.

Upon your initial conversation with a banker, be prepared to discuss your intent regarding the acquisition and your plans for the business’s future. You should also be ready to discuss your background and its relation to the company you are buying. In addition, you will want to understand the bank’s commercial loan options and which might be best for your goals. For example, you might need a traditional commercial loan or an SBA loan, depending on the acquisition size and details. While there are alternative financing options available, they could be much more costly.

Most financial institutions will underwrite the business and the borrower. If you own a similar business, they might underwrite both businesses as if they are one. Be prepared with documentation regarding your credit history, tax returns for all related entities (potentially including your personal tax returns), collateral options, and industry experience. The financial institution might request a balance sheet, profit and loss statement, projections, etc., for the business you are considering purchasing.

Lenders will provide you with their initial terms. Be sure to compare interest rates, fees, and other terms closely. Some terms you may want to consider are prepayment penalties and covenants that might affect the business. If there is real estate involved in the purchase, you will want to ask questions about the bank’s need for appraisals and various phases for the property.

After considering your options, you will then need to apply for the loan. Each financial institution will have its specific application and underwriting process. Depending on the loan size and the bank, the loan request may need to go to a special loan committee that meets periodically. This could add time to the approval process. You might want to discuss debt options with a bank with which you have a current relationship, as they will know you best given your existing history. If you have already received a loan from the bank, it could make the transaction process easier, which will make for a much better experience for you and the seller of the business you are looking to acquire.

  Author
  Kendall Stafford
  Managing Partner
  Benchmark International

  T: +1 (512) 347 2000
  E: Stafford@benchmarkintl.com 

Benchmark International is pleased to announce the successful transaction between The Colography Group, Inc. and Halstatt Legacy Partners.

Now that the COVID-19 pandemic is settling into our rearview mirrors, so many of us have been itching to get out there to enjoy an indulgent vacation and a much-deserved change of scenery. So, here you will find a list of some of the most luxurious hotels in the world (in no particular order) to help you start planning your next beautiful adventure or a quiet escape from it all.

Benchmark International was named Best for Corporate Growth and Expansion in Corporate America by TheM&A Advisor’s M&A Awards.

There are many reasons that mergers and acquisitions are critical tools for companies of all sizes, some of which may not even be fully realized by business owners. Ultimately, it’s all about achieving positive results for the business by making strategic moves that make sense, all depending upon what the fundamental goal (or goals) may be. For companies in the lower to middle market, M&A can be an extremely effective solution for a variety of purposes.

The recent cyberattack on the Colonial Pipeline in the U.S. is a glaring reminder of the vulnerabilities that all industries face, as well as the costly repercussions that can be a result of such a situation. Colonial Pipeline Co. paid the hacker group $5 million to have the company released from the ransomware to restore service to the critical pipeline. This actually turned out to be a wasted $5 million. For that high price, the hackers provided the company with a decrypting tool to restore its disabled computer network. But this tool was too slow, and Colonial ended up using its own backups to restore the system.

Benchmark International is pleased to announce the transaction between our client, a prominent industrial services firm, and Crete Mechanical Group (“CMG”).

Crete Mechanical Group (“CMG”) is a multi-site owner, operator, and business partner to mechanical service businesses in the United States. CMG partners with entrepreneurs and owners of HVAC, electrical, plumbing, controls, and other mechanical services companies to help them grow revenue, increase profitability, and transition ownership.

Our client is a leading industrial services firm providing electrical, mechanical, automation, fabrication, rigging, and maintenance services to various industries. The company has established an outstanding reputation in providing superior customer service within its regional market.

Senior Transaction Associate Sunny Yang Garten at Benchmark International added, “It was a pleasure to represent our client, a leading industrial services firm, in this transaction with Crete Mechanical Group. Our client was seeking a partner that shared their vision and offered the right deal structure, and Crete Mechanical Group was aligned with our client’s growth strategy. On behalf of Benchmark International, we wish both companies continued success.”

The COVID-19 pandemic is critically affecting the world's economies when businesses were already adapting to volatility and uncertainty as a way of life. With the economic outlook and threats of all kinds continuing to test even the most influential organizations, companies face various challenges as they work to find growth and stay competitive. One of the most beneficial ways of growing an existing company is through mergers and acquisitions (M&A).

Few firms throughout the world reach the top without conducting at least a few M&A transactions. The most well-known firms employ professional teams whose only role is to seek out attractive potential acquisitions tells its own story. When implemented well, an active M&A strategy can be a highly productive process for any company. M&A always has and always will be a long-term game. We are now in an environment where more and more business owners feel comfortable taking some calculated risks and driving forward an M&A agenda to build the company's future.

Private equity (PE) expects to see record-level fundraising this year. Even amidst the ongoing COVID-19 pandemic, analysts predict that the PE industry will raise an anticipated—and unprecedented—$330 billion in total capital in 2021. According to a survey performed by Ernst & Young, 49% of global companies plan to acquire in the next 12 months actively, and the majority are looking for assets internationally rather than domestically. A healthy fundraising and active acquisition environment coupled with the existing $1 trillion in disposable capital means excellent news for those looking to grow their business. Interest rates are low, equity markets are high, and investors demand, value, and reward growth. With numerous potential international acquirers with strong balance sheets and strong liquidity, our advice to companies is to look for logical strategic targets, be proactive, and focus on long-term value creation.

The U.S. and the U.K. remain primary centers of global M&A. The U.S. consistently holds the top spot for both domestic and for international M&A. The U.K. regularly ranks in the top three. If you are thinking of growing your business internationally, it is worth noting that M&A is regulated in all countries worldwide and has many advantages. Below are four key benefits of merging with or acquiring another company internationally.

Benchmark International is incredibly proud to be the main Jersey sponsor for Montverde Academy. Benchmark International aligns itself with partners that have the best-in-class programs. Montverde International Academy is a coeducational, independent school that serves grades Pre-K3-12. The academy strives to increase knowledge and to develop character through a nurturing and diverse community. In addition, Montverde International Academy is home to an athletic training Mecca, developing the world's best athletes. Their state-in-the-art facilities include an athletic complex that spreads over 33 acres, an Olympic-sized aquatic center, a 44 square foot indoor athletic center, a world-class equestrian center, and many more. The Montverde International Futbol club (MIFC) finished their season with a number 1 ranking and was crowned the 2019-2020 National Champions!

The Athletic Department believes that through athletic opportunity, they have the unique ability to build a solid foundation of young adults based on character, knowledge, and community. With similar beliefs as one another, Benchmark International is excited to help support the Montverde International Academy.

You can learn more about Montverde International Academy and their athletics here - Montverde Academy Athletics 

Benchmark International’s client Yuni Beauty, LLC, a California-based all-natural wellness and beauty brand, has strategically partnered with Rechemtex, LLC in Dallas, Texas.

Yuni Beauty offers clean, natural beauty products for the body, skin and hair, and aromatherapy items. All products are created with non-toxic, vegan, quality ingredients and sustainable packaging. The company’s target market is busy, urban, active individuals that prioritize clean beauty, wellness, health, and stress relief.

Rechemtex is a Texas Domestic Limited-Liability Company.

Benchmark International proved value in finding a strategic partner for Yuni Beauty with experience in the industry through its proprietary multi-medium marketing strategies. In addition, Benchmark International incorporated several campaigns with local, regional, and national associations.

Transaction Director Amy Alonso commented, “We are thrilled that our client can step away from the business knowing that his legacy will be carried on and the company will continue to grow. It was a pleasure to represent Yuni Beauty in this partnership, and on behalf of Benchmark International, we wish both parties all the best in the future.”

Benchmark International is delighted to announce the majority sale of Irish fire-protection systems company, Writech, to Waterland.

Established in 1981 by Thomas and Mary Wright, Writech provides fire protection system design, installation, manufacture, commissioning, and services across a range of sectors including logistics, data centres, life sciences, office, retail, and food & beverage.

Sons Ted and Alan Wright took over the business in 2008, now generating more than €20m in revenue. Writech will use Waterland’s investment to expedite expansion plans in Europe and the UK, as well as increase output at its Mullingar centre, creating over 30 jobs.


Waterland is a Dutch-based private equity house, headed by Laura Dillon in Ireland. The investment group has €8bn in assets under management across Belgium, the Netherlands, the UK, Germany, France, Denmark, Poland, and Switzerland.

Total Nutrition Technology of Leesburg, Florida, is a full-service nutritional supplement source providing services ranging from product development through fulfillment. Founded in 2003, TNT has been included on the INC 5,000 list of fastest-growing companies and is the leader in its markets served, with products shipped throughout the United States and internationally.

Brandless of San Francisco provides a wide range of premium quality lifestyle products in the wellness, beauty, and home categories. With a focus on clean certifications and better living, the Brandless family of products is closely aligned to the superior offerings and reputation gained through the addition of Total Nutrition Technology.

Of the combination, Total Nutrition Technology Founder and CEO Lourdes McAgy commented, “We are exceedingly happy to be joining the Brandless family. Their focus on quality and delivery aligns perfectly with the way that we have built TNT, and we strongly believe that this combination will power both companies to an increased position of leadership in this space.”

The acquisition is backed by Clarke Capital Partners of Provo, Utah. Clarke is a family office focusing on founder-led businesses and multiple investments in the consumer products space.

Benchmark International Transaction Director William Sullivan stated regarding the transaction, “We were able to source a strong number of highly qualified buyers very quickly for Lourdes’s great company, providing her with the options that she deserved. Brandless was the most strategic choice, with perfect synergies to set them up for immediate expansion from day one. We could not be happier about this fantastic partnership.”

The COVID-19 pandemic has had a negative impact on all classes of commercial real estate. Yet, it also created some new opportunities within the commercial real estate (CRE) market, such as affordable rental prices, improved digital communication and payment facilitation, as well as new opportunities for business owners and investors. And further recovery is well underway.  

CRE prices fell 11% between March and May of 2020. Since July, prices increased 7%, erasing over half of those pandemic declines. With investors sitting on wealth, more investment in stocks and bonds took place, which pushed prices up and interest rates down. With inflation being a growing concern, more investors may look to commercial properties with leases that have built-in rent increases to keep pace with inflation.

While you may be hearing that the M&A market is currently active, numbers speak volumes. A recent article from U.S. News cited that private equity (PE) has inked more than 2,300 deals for the first five months of 2021. Year-over-year, this is just over a 21% increase in deal volume. In fact, according to Pitchbook data, in the first half of 2021, PE firms closed on 3,708 deals worth a combined $456.6 billion. That’s almost two-thirds of the $711.6 billion deal value recorded in the entire year of 2020, and the two years prior. It is estimated that there is roughly $3 trillion of dry powder—also known as available funds—on hand for investment, with even a large amount of assets under management.

Historically low-interest rates and record levels of fundraising have left private equity with dry power that they must put to use. The combination of these factors has created competitive bid scenarios for many sellers. It appears that many private equity firms believe that this trend will continue for the coming months. According to S&P Global Market Intelligence, roughly 7% of private equity firms believe that the investment landscape will deteriorate in the coming months.

You may be asking yourself, “What is private equity?” Private equity firms obtain capital to invest in private companies. They have a set period of time to make the investments with the goal of optimizing return for their investors. Their investors tend to be institutional investors such as insurance companies, pension funds, endowments, etc.

The firms typically invest in mature companies with predictable, steady cash flow and a need for operational changes or growth capital. Private equity firms will utilize their capital, connections, and expertise to help improve the managerial, financial, and operational aspects of the business. Their goal is to increase the profitability of the company as this will help drive the value of the company upon exit. The firms make investments with a ‘buy and build’ mentality.

Private equity firms realize their returns when they sell the investment. The firms tend to have a goal of roughly 20-30% return on their equity. Private equity firms will use leverage to help maximize their return. They also charge a management fee, typically a percentage of total assets under management, also known as AUM.

Our world continues to change, and businesses must remain adaptive in order to keep pace with their competition and consumer demands. Thanks to new technologies, changing customer priorities, societal movements, and of course, repercussions from the COVID-19 pandemic, business owners can expect certain industry shifts that began leading up to 2021 to continue into 2022.

Benchmark International is pleased to announce the acquisition of hosted telephony solutions provider, Premier Choice Telecom, by Daisy Communications.

Established in 2001 by managing director Nicholas Stansfield, Premier Choice Telecom is a telecommunications service provider to businesses throughout the UK. The company provides telephone system installation, maintenance, cabling, network service billing, and other associated telecom services.

Daisy Communications is part of a wider Daisy Group, offering a variety of communications services to SMEs, with the transaction enabling Daisy Communications to boost its offering within the health, education and charity sectors.

This highly strategic acquisition will see Premier Choice Telecom bring 1,500 customers and a 40-strong workforce to Daisy Communication’s team of 465 employees.

Most deal valuations are set out as a multiple of earnings, plus surplus assets. Nick Hulme’s article, Valuing Companies, is a great read for more detail on this.

As he mentions in the article, surplus assets come in many forms, and can include lump sums of cash sitting on the balance sheet, the company’s premises/real estate (if the sellers are going to keep these personally post-close) and even the yacht or Bentley in some cases.

Below are some simple rules for sellers to keep in mind when considering Free Cash, the most common surplus asset we encounter on our deals.

Rule #1 – Have Realistic Expectations 

A buyer will only allow you to extract cash at completion that is truly surplus to the requirements of the business going forward.

Think, perhaps, in terms of how much cash you could extract yourself without affecting the ongoing operations of the business, and how much you’d ordinarily want to leave in the business to guard against mid-month and month-to-month fluctuations in cash requirements.

In some cases, this cash can be extracted in a tax efficient manner (for example, in the UK where Capital Gains Tax is presently significantly lower than Income Tax, subject to certain conditions being met).

Silver Sport Transmissions, the seller, is the largest and most versatile elite distributor of Tremec Corporation’s transmissions.  Their in-house engineering department’s experience is second to none and continually outshines bringing a client’s classic car “up to speed” through various product offerings.  The company prides itself on high quality and innovation in its respective field.     

The Wharton Automotive Group, consisting of McLeod Racing and FTI Performance, is owned by NHRA Nitro Funny Car driver and businessman Paul Lee.

Paul Lee continues to grow this sector of the driveline market. With the outstanding success of McLeod Racing, Lee sets his sights on growth in acquisitions. In 2019 Lee purchased the leading racing transmission and torque converter company, FTI Performance. In addition, he continues to grow his business strategy with the acquisition of Silver Sport Transmissions.

“The team at Benchmark International, including Matthew Kekelis and Jack Chilcutt, did an excellent job of guiding Silver Sport Transmissions as the Sellers representative. Great representation is so important in today’s M&A market. As the Buyer, I was impressed how smooth and issue-free the transaction went to closing.” says Wharton Automotive Group president Paul Lee. “This transaction was the next step for Wharton Automotive Group’s goal of becoming the leader in the automotive driveline segment of the Worldwide Automotive Aftermarket industry.”

Transaction Director Matthew Kekelis at Benchmark International added,  “I genuinely believe that there was no better match for Silver Sport than Paul Lee and his team at The Wharton Group. Their professionalism and attention to detail throughout the acquisition process were outstanding.  We wish the best for all moving forward in this exciting new chapter.”

Financial buyers are the companies we work with that are typically labeled as private equity (PE), a family office, a hedge fund, etc. In the traditional sense, a financial buyer is primarily concerned with the cash flow generated by a company or asset that they acquire. They think about investment opportunities (clients to us) through the rate of return they can obtain from years of bottom-line enhancement and an eventual resale of the asset at a premium, or much higher valuation, than when they bought it. Like trading stocks, but with more hands-on involvement, they wish to “buy low and sell high.”

There’s a strong chance, however, that many of the buyers you’re likely to see now as a seller in the lower-middle market fit the mold of what I call the “new-look” financial buyer. Your traditional private equity funds, for example, now tout an investment strategy with no timeline for an exit on their portfolio companies. This approach emphasizes the “culture” their respective firms bring to the table for the seller, and in a highly competitive buyer market vying for deal flow, this might make all the difference.

The new-look financial buyer focuses on employee retention, low-cost growth initiatives, management equity rollover, and various other incentives to promote an environment free from the traditional return-over-everything stigma. Go to the “About” or “Approach” section of many of these firms, and I am willing to bet you’ll see words like “collaborate,” “legacy,” “partner”—perhaps even with a chart comparing their firm side-by-side with the traditional PE model to demonstrate explicitly how they’re different. This is especially prevalent in the lower-middle market where our clients are often owner-operated, founder-led businesses cultivated across generations and spanning multiple decades.

A financial buyer must now separate itself from the competition, which is good news for our clients. As mentioned above, time horizons for financial buyers have increased in length as many PE firms now reorient as long-term investors. Many will make it a point to let our clients know they don’t intend to dramatically cut costs (including through personnel changes) as this would directly conflict with the evolving model.

At the same time, financial buyers (i.e., private equity groups and other institutional investors) can be lucrative partners for our clients through a variety of value-adding benefits that they bring to the partnership. These buyers, for example, often bring economies of scale through established and profitable portfolio (“platform”) companies and are therefore able to jumpstart revenue via access to untapped markets or unrealized customers bases. Furthermore, these platforms absorb back-office duties that might have previously slowed down the productivity of key employees, and even owners. Also, while exit strategies have become more relaxed from a timing perspective, financial buyers will not hold the asset indefinitely, and for sellers who maintain equity in the merged company post-acquisition, this means the opportunity to take a “second bite of the apple” upon exit.

When dealing with a financial buyer, be sure to ask some important questions:

• Are you a committed capital fund? It’s important that they have financing available instead of “shopping” the deal after locking a client into a letter of intent.
• Have you closed a deal before? Have you closed a deal in this space before? Note: a website with no portfolio page of active or inactive past deals can be a red flag.
• What does your capital stack typically look like (i.e., how much leverage will they use or how much debt will be placed on the balance sheet on the company)?
• How long has your fund been around?
• Do you have operating partners in the space?
• Why are you interested in our client?
• How do you plan to integrate our client into your firm or existing platform company?
• Culture is important to our clients. Can you speak to culture?
• How do you typically structure your deals?
• What is your timeline for a completed transaction?
• Am I able to speak with owners of previous companies for deals you’ve completed?
• My employees mean everything to me. What do you plan to do with them?

This is by no means an exhaustive list. Seller questions to the buyer will, of course, become more specific as the deal progresses. However, the basic questions above are a good starting point and represent the beginning of a potentially meaningful and lucrative journey for sellers considering PE for the next phase of their company’s growth.

Benchmark International is pleased to announce that our very own Kendall Stafford has been named an Emerging Leader by The M&A Advisor’s M&A Awards.

The COVID-19 pandemic revealed to the world just how unprepared entire business sectors can be when it comes to unexpected events of mass proportion, and just how delicate our global supply chains actually are. COVID has been a health crisis that impacted lives, economies, and industries. Climate-driven events and disasters occur on a more concentrated scale but have proven to be extremely costly and disruptive to multiple sectors in various geographies—a problem that appears to be growing more prevalent.  

Benchmark International is pleased to announce that Barry-based Capital Network Solutions (CNS) has been acquired by Hemel Hempstead-based Flow Communications (Flow), as part of its new buy and build strategy.

Established in 1996, CNS is a cyber security and infrastructure consultancy, ensuring data security and best practice for its clients. It is a highly accredited CREST Penetration Testing company and one of the largest IASME Cyber Essentials Certification Bodies within the UK having issued more than 3,000 certificates.

Flow is a network and security solutions provider, addressing the IT demands of the UK’s leading corporations. The acquisition of CNS complements Flow's current service offerings and aligns to the Flow vision.

Following the acquisition, CNS will continue to trade under its name and see an enlarged group employing 50.

Benchmark International is pleased to announce the transaction between Bath-based managed service IT provider, Westgate IT, and Sussex-based Acora.

Established in 1997, Westgate IT is a provider of IT support, subscription and cloud-based services, and bespoke security solutions.

Acora is an award-winning managed IT services company based in London, Sussex and the Midlands. Services range from the design and build of complex solutions to the day-to-day management of services. Acora is backed by Palatine Private Equity, an independent private equity firm headquartered in Manchester.

This highly strategic acquisition is of significant importance to Acora, allowing it to further expand into the South West with greater access to local talent, an additional service centre and more than 100 clients.

What is Working Capital?                                                                                 

In the process of selling your business, it is important to understand working capital as you accept an LOI (Letter of Intent) and move into the due diligence stage. Buyers require the business that they are purchasing to leave a predetermined amount of working capital to continue running the business and cover the short-term obligations.

In simple terms, working capital is calculated by subtracting your company's current assets (excluding cash) from your current liabilities (excluding debt). However, the calculation can become more complex in practice. Typically, in the LOI, the buyer will outline how the working capital “peg” will be calculated. The “peg” is a benchmark amount of working capital that is agreed upon toward the end of due diligence by the buyer and seller. The buyer typically considers current assets to include items such as accounts receivable, inventory, and prepaid expenses as necessary to maintain the ongoing operations. Items such as lines of credit, short-term debt, and taxes are not included in this calculation.

How Does Working Capital Influence the M&A Process?

When buyers are reviewing your company for potential acquisition, they want to ensure liquidity once they take over. The minimum level of working capital is considered to be part of the valuation and accounted for in the price included in the LOI. It is important to note that most M&A transactions are set on a cash-free and debt-free basis, meaning the seller maintains cash in the business but is responsible for paying off bank debts.

The working capital analysis is typically part of the buyer’s diligence process, which will involve the analysis of balances at the account level. Some items under the accrued expense or accounts payable may not be operational in nature and therefore are excluded from the calculation. However, the buyer may determine that an item was improperly omitted from the balance sheet and they may adjust the balances. The primary reason for this analysis is to accurately determine what a true normalized level of working capital should be given the company's historical financials.

How Are Working Capital Targets Determined?

In most cases, the buyer will use a historical average, which is typically 12 months to calculate the appropriate target at closing. The reason is that the buyer will be basing their valuation on the revenue, EBITDA, and working capital needed to generate this income will need to be provided. As a seller, it is important to remember that your EBITDA will typically reflect account receivables as revenue and account payables as an expense. The 12-month period for working capital is used to average out potential fluctuations as this correlates to valuations, which are typically based on a multiple of the trailing 12-month EBITDA. Seasonality should also be considered in the calculation. For example, working capital could be much higher or lower depending on if the deal were completed during the peak season. In this case, the buyer would be required to pay more as the working capital would likely be much higher or lower than average. On the other hand, if the transaction were completed during the off-season, working capital would be reduced.

Adjustments During Diligence

As the seller, prior to the closing, you will deliver an estimate of working capital that you believe the business will have at closing. If this estimate exceeds the working capital target, you will receive an amount equal to the excess as an increase in the purchase price. However, if the estimate were less than the working capital target, the buyer would reduce the purchase price. After the closing, the buyer will perform their own calculation to determine the amount of working capital the acquired business had at closing. The purchase price would be further adjusted if the buyer’s calculation differs from the amount of the seller’s estimate. This process is typically referred to as a “true-up.”

Negotiating the Working Capital

During the true-up process, there is sometimes a dispute between the buyer and seller regarding the working capital calculation. From the seller’s point of view, they will argue that working capital should be calculated consistently with the methodology that was used to calculate the working capital target amount. This means that the seller is arguing that the purpose of the working capital adjustment is to compensate for deviations from the target working capital amount. For such changes to be calculated fairly, the closing amount of working capital must be calculated using the same methodology that was used in calculating the working capital target amount.

On the other hand, the buyer will sometimes argue that the purpose of the adjustment is to ensure that the business is delivered at closing with adequate working capital and that it should be made by calculating working capital in accordance with generally accepted accounting principles (GAAP). Both the buyer and seller viewpoints sometimes make their way into the purchase agreement regarding how working capital is to be calculated.

Benchmark International has successfully facilitated a transaction between Aschinger Electric Company, Inc. and Guarantee Electric.

In the first half of 2021, medtech M&A deals already surpassed the total number of deals from last year, and this bustle in activity is forecast to continue through the second half of the year, as medtech companies have stockpiled billions of dollars in cash. The dollar value of deals in 2021 is also expected to far outpace that of 2020. Eleven megadeals were announced in H1, with a total deal value of around $128 billion.

Medtech M&A activity kicked off 2021 right out of the gate, with at least 10 deals announced in January alone. Companies emerged from 2020 flush with cash reserves and were ready to spend on dealmaking. The medtech sector recorded a total of 33 deals in the first half of 2021. That's up from 25 total in all of 2020. In fact, the first quarter of 2021 was the busiest for medtech M&A since 2016. While the initial rapid momentum may have slowed, the second half of 2021 should be abundant with new deals.

Benchmark International is pleased to announce the transaction between Just For You Personal Support Services (“JFYPSS”) and AccordCare, Inc. (“AccordCare”).

JFYPSS is a College Park, Georgia-based home care company that provides personal care, skilled nursing, respite care, and companionship services. Established in 1996 with the goal to provide personal care services allowing disabled and elderly persons the opportunity to achieve and maintain optimal levels of independence in the community. JFYPSS is AccordCare’s fifth transaction in 18 months.

AccordCare is a premier in-home personal care company providing services to people of all ages and levels of need. More than just personal care, it is specialized care custom-designed to meet a patient’s specific needs. They provide full-service private duty home care that is customized to patient’s needs, allowing them to stay in their home where they can feel the most comfortable. The company is based in Marietta, Georgia, and serves more than 1,300 clients daily.

Brandon Ballew, CEO of AccordCare, said in a press release, “Just for You has a great reputation and a commitment to providing excellent care to clients and driving an employee-first culture; it made them a natural fit for AccordCare.”

Senior Transaction Associate Sunny Yang Garten at Benchmark International added, “This acquisition represents a tremendous opportunity for both businesses and their teams. It was a pleasure to represent JFYPSS in this transaction. On behalf of Benchmark International, we wish both companies continued success.”

Benchmark International is pleased to announce the transaction between ARC Medical, Inc. based out of Tucker, GA and Typenex Medical out of Chicago, IL.

ARC Medical offers circuit filters for the anesthesia market and humidification for the respiratory, long-term acute care, and home care markets in the United States. Best known for its circuitGuard, ThermoFlo, and FilterFlo products, ARC Medical was founded in 1990 by Harold Norris.

Regarding the transaction, Mr. Norris stated, “The ARC Medical team is very excited about the future of circuitGuard, ThermoFlo, and FilterFlo. The Typenex partnership presents great opportunities for both companies, as well as the customers we serve.”

Acquirer Typenex Medical is a national provider of medical solutions to the healthcare industry. The company was founded in 2004 and has grown from a single product (Original Typenex Blood Band) company into a diversified firm offering an array of solutions across the healthcare industry.

The acquisition is backed by a private investment company, Chicago Venture Partners. Since 1998, the group and its affiliated entities have invested in over 200 portfolio companies.

Benchmark International's Senior Associate Jason Donker commented, “The combination of ARC’s unique product suite and Typenex’s vast reach and marketing capabilities will be truly powerful, and will hugely benefit both parties. It is always exciting to make such a highly synergistic marriage, and we are looking very forward to watching the combination grow moving forward.”