Benchmark International has successfully facilitated the acquisition of Bean, Whitaker, Lutz & Kareh, Inc.Bean, Whitaker, Lutz & Kareh, Inc. (BWLK) by CES, Inc. BWLK provides land surveying, mapping, civil engineering, and land planning services in Florida.

BWLK has been in the land surveying, planning, and engineering services business since 1987. The company’s proven track record, commitment to high-quality, professional work, combined with its advanced engineering and surveying technology has enabled BWLK to establish a solid reputation and build long-lasting client relationships.

CES, Inc., a Maine-based firm of engineers, environmental scientists, and land surveyors is expanding its footprint to the Southeast. Denis St. Peter, President and CEO of CES, commented, “CES, Inc. has been utilizing M&A as one of our strategies to help achieve our growth goals over the past several years. By working with Sunny Garten, Leo Vanderschuur, and their team at Benchmark International to acquire Bean, Whitaker, Lutz & Kareh, Inc., we were able to identify and perform preliminary evaluations of several companies quickly and accurately within our targeted geographic area. Benchmark represented several prospective sellers that fit our criteria, and the responsiveness and quality of their initial teaser summaries and more detailed confidential information memorandums allowed us to optimize our search efforts to end up with the best company for CES, Inc. Their significant knowledge of the acquisition process, the sophistication of their systems (e.g., online data exchange), and their willingness to communicate deal structures based on their past experiences were all valuable to the success of our acquisition.”  

Scott Whitaker, president and one of BWLK’s owners stated, “On behalf of everyone at BWLK, we are delighted to join the CES team. The more we learned about CES’ approach to its employees and clients, including its Best Places to Work recognition and past project awards, the more we grew excited about our partnership. By joining our professionals with theirs, we will offer new opportunities to our employees and continue our dedication to our clients and provide them the same high-quality services they enjoy.”

“I am honored to join CES as a Shareholder and to help be the link between Maine and Florida,” said Ahmad Kareh, also an owner of BWLK. “CES’ depth of engineering and environmental experts means that we will be able to collaborate with shared expertise to provide our clients with additional capabilities to reach their project’s goals.”

Regarding the deal, Transaction Director Leo VanderSchuur at Benchmark International stated, “It was a pleasure to represent BWLK in this strategic transaction. On behalf of Benchmark International, we wish both companies continued success.” Senior Associate, Sunny Garten, added, “Scott, Ahmad and their team were wonderful to work with. They were engaging and always responsive to diligence requests. We’re excited to see that their legacy will be preserved and enhanced through this transaction with CES.”

Benchmark International is pleased to announce the sale of Imscan Systems to Charles Street Solutions.

Benchmark International is delighted to announce the sale of Imscan Document Services to First Solutions Services. The acquisition represents the second deal that Benchmark International has facilitated for the target.

If you are considering the sale of your company, then you may have also thought about what type of acquirer you would like to approach. You may have considered a private equity firm (PE firm) as an attractive prospect, as there are a range of benefits from partnering with PE firms such as the amount of funding available, their active involvement in the company and their expertise in creating value.

There are, however, certain criteria that PE firms look for when sourcing acquisition targets and the following tend to be what they will look for in a portfolio company:

Date:
Thursday, October 11th at 10:00am EST

Details:
It seems that almost every business owner understands how the concept of a business valuation based on “multiples” works. But it also seems that they focused on the multiples side of the equation to the detriment of the other side. 

EBITDA x a multiple = Enterprise Value 

With just a bit more attention on that EBITDA piece of the equation, values can sky rocket. With a better understanding of that side of the equation, surprises can be avoided. And with some preparation, business owners can capture the value their multiple deserves. 

Please join the conversation between our Managing Director Clinton Johnston and our Senior Associate Fernanda Ospina as they discuss both the big picture and a handful of details that are essential to understanding the first, and too often overlooked, part of this equation. Fernanda joins our frequent host to bring her insights into the financial nuances of the dozens of transactions for which she has provided her accounting and financial expertise in recent years. Some of the points they will cover include: 

• What games do buyers play with defining EBITDA? 
• What period of EBITDA matters the most? 
• How do we present the financial history of the company in the best possible light? 
  
• What are considered legitimate “add backs” to EBITDA? 
• How do you defend add-backs? 
• What do I need to do to prepare for the buyer’s “quality of earnings” analysis?

The dream of running your own business was once a thrill that filled you with excitement. Perhaps, it was the idea of being your own boss fueled the passion behind your drive, or the prospect of providing a new product to a targeted market. Whatever the case may be, you’ve made it to this point in time right now because something is different (hence, why you are reading this article).

Maybe business is great, you’ve reached a plateau or your company is in decline.  Irrelevant of the situation you aren’t fired up about your company like you used to be and you no longer have the same passion for your company that used to be there or, in the worst case, you feel like it is killing you!  Your dedication to your business seems to be affecting your personal life and your health, whether it be mental or physical, in a negative way. Going to work each day is getting tougher and tougher, a dreaded obligation, and you feel like your tank is running on empty.

When your personal life and your health are in decline, it’s probably time to explore your exit strategy options. The first step you need to take when you reach this point is to open up conversations with a sell-side mergers and acquisitions team who can help you determine what those options are.  Starting the discussion now will allow you to have a better “diagnosis”, but here are some flags to look for if you aren’t sure if now is the time to contemplate an exit:

1)    You’re spending too much time on back-office and administrative tasks– Most business owners who find themselves in this situation have driven their company to success and have a very nice company, having it from nothing at all.  The reality is that owners do this as the primary visionary who pushes business development and sales.  Truthfully, there is seldom an employee who can deliver the passion and expertise for your company than you can.  Over time as a company grows, many owners fall prey to becoming employees themselves who are constantly focused on obligations such as managing people, processing payroll, dealing with HR issues, keeping up with regulations, etc. which confines them to an internal office desk job.  If you are finding yourself in a this situation or similar, you aren’t the only one and there are many ways to revive your daily routine that a mergers and acquisitions team can share with you.

2)     You feel like you’re “married” to your business and are contemplating a divorce – Starting a business that you expect to last for the long run is a commitment. You have to be prepared for ups and downs all along the way. As the saying goes, the only constant in life is change.  As your business will change, so will your personal life, your priorities and your focus.It can be hard to take a step back from the business because it  requires so much of your time and attention. You don’t want your business to fail, but you also don’t want your personal life to suffer at its expense. Having a family, or missing out on life’s small moments repeatedly, can make you reevaluate your priorities. If you find yourself being at the business more than at your home, it’s probably time to start the exit conversation and learn more about your options. 

3)    Your Business has Grown Substantially and You Can’t Keep Up with the Demand – This appears to be a good problem to have, but in reality, if you can’t keep up with your business, then the business is walking a thin line between failure and success. Likewise, you are probably coming to your maximum height of stress too. So, what do you do? Being able to understand that you don’t know what you don’t know is key to catapulting your business further into success. Any one person can only do so much. At some point, you need to assess how you can be of more value to your business. If your value lies in innovation and new ideas related to the service you provide or expanding your footprint, but you can’t produce your products or deliver your services fast enough, or if you aren’t spending enough time on innovation because you’re busy on making sure your current client pool is satisfied … you are losing money, and your business will decline. The business you have grown from the ground up deserves to reach its full potential and there are many paths there.

4)    You Daydream About the Day When You Won’t Have to Work Anymore – Running your business has become a chore. You are constantly one foot in the door, even when you’re home. You’ve reached that point where it just feels like your life is your business, and retirement on white sandy beaches sounds more and more intriguing. Being a business owner isn’t a walk in the park, and you need a plan in place, so when those retirement dreams start flooding your mind, you can put your plan into motion.

If you have come to a point in your business where you feel like it is constant stress and you have no relief, then it’s probably time to sit down with a sell-side mergers and acquisitions specialist like Benchmark International and discuss your exit strategy options. There are a vastly more avenues you can explore that will relieve you from the status quo that will allow you to continue pursuing your personal and financial goals while ensuring the legacy of your company remains intact and that your employees will continue to be taken care of.

If you joined us for part one of this webinar last month, you already understand why coming up with the valuation is only one of many key deal points you will need to secure in order make your exit a success. In part two we examined another six key issues, this time focusing in on those that come even later in the process; after deal fatigue has set in and you feel like you can’t possibly have anything left to fight about or give away. 

1. Winning the net working capital fight 
2. Your indemnification of the acquirer 
3. How the disclosure schedules protect you 
4. Can reps and warranties insurance assist you? 
5. The inevitable non-competes 
6. Meet the Grim Reaper of your sale process - Delays 

If you missed part I, it can be found here (http://bit.ly/2nTsPk7) and we encourage you to take an hour to get caught up to ensure you get the most out of part II. 

Benchmark International has been awarded the Financial Deal of the Year by The M&A Advisor in the 10th Annual International M&A Awards for facilitating the acquisition of Silexx Financial Systems by the Chicago Board Options Exchange.

The M&A Advisor Awards are widely respected as a pinnacle of achievement in the industry, recognizing excellence in dealmaking, restructuring, and financing, celebrating the contributions and achievements of leading firms and professionals.

The M&A Advisor serves the world’s leading M&A, financing, and restructuring professionals. It was founded in 1998 to publish insights and intelligence on mergers and acquisitions. Since then, they have been serving the world’s premier organization of M&A, turnaround, and finance professionals. It is the preeminent organization recognizing excellence, honoring achievement, presenting thought leadership, and facilitating connections among the world’s leading dealmaking professionals.

The Benchmark team is honored for this recognition and is proud to continually make game-changing deals around the world.

If you are considering selling your business, it is important to dedicate some thought to the type of sale that best allows you achieve your goals. Do you believe a full sale where you walk away from the company after closing is best for you?  Are you the type of person who would work well with a strategic partner that, together, will allow for accelerated company growth?  Is there an amount of time you would like to continue working after the transaction with a plan to slowly exit over time?  Determining the type of sale that appears the most attractive (I only say ‘appears’ because many owners change their mind after learning what the market has to offer and will find a more attractive sale type than what was initially assumed to be the ‘best’) will also allow you to gain an understanding for the most likely type of buyer.

When selling your business, buyers typically fall into two main categories: strategic buyers and financial buyers. The best type of buyer for your business depends on personal goals you hope to achieve from the sale.

Strategic Buyer:

This type of buyer is more likely to pay a premium for a business because their reason for the acquisition is to add to their already existing business. A strategic buyer can be a competitor, supplier or vendor in the same industry.  A strategic buyer can also be a focused on businesses of similar model that service the same sector.  These attributes are commonly referred to as vertical and horizontal markets, respectively.  Using what your company has to offer can help them either expand their footprint or break into a new market.

They are looking for synergies in a prospective merger or acquisition. Synergies are characteristics of the two companies that compliment each other, so that when they are put together, the sum equals more than the two parts individually. In other words, a strategic buyer wants to have a relationship that makes the resulting business more valuable than the two businesses when they stand on their own.

Finding a strategic buyer to work with your business will give you more options in a sale. You can decide to stay on with your business for a transition period, while the new company takes over and for an integration period, eventually allowing you to exit completely, or you can negotiate your continued role in the business as a key player in its continued development.

A strategic buyer can often outbid a financial buyer because of the synergistic relationship they are looking to create in your business. Your businesses together yield increased value, sometimes exponentially, in one way or another.

Financial Buyer:

A financial buyer is looking to invest capital to get a return on their investment. Basically, they want to buy your business outright, make profits from it, and then sell it again to create liquidity. For this reason, a financial buyer is not typically willing to invest the same amount of capital they can invest into your business because they are not adding your business to an already existing company of theirs. Instead, they are buying your company as a whole and working with what you have in place already.

A financial buyer doesn’t have the ability to cut on backend costs that a strategic buyer does. They will need to buy a company with a good working structure and management team in place, since they may not be bringing a team of their own to take over all areas of the business. This allows owners to stay involved with their business to help it grow until the financial buyer decides it’s time to sell again.

The benefit to using a financial buyer is knowing that there is a high growth model in place for your business, and you will most likely play a role in its realized potential before it is sold again. This is a great option for a business owner who is looking for an eventual complete exit from his business.

Choosing the Best Fit

Now, there are some exceptions and looking at different buyers from a less seasoned perspective can make it difficult to understand exactly what type of buyer you are actually facing.  For example, a financial buyer may have a portfolio of business that compliments yours which can allow for a synergistic fit, thereby allowing you to enjoy some of the benefits a strategic buyer brings to the table.  It could also be that a financial buyer recognizes inefficiencies or ‘areas of improvement’ that will allow them to immediately increase the company’s profitability following an acquisition.  On the other hand, a strategic buyer may only want to buyer your business to eliminate a competitor and has no real intention of growing your business after the transaction takes place.  Simply put, they may just want to prevent your business from continuing to eat up market share whether that be by forcing the company to remain static or by closing the doors.When it comes to selling your business, it is important to consider all your options in a sale. You need to find a buyer that will bring what you are looking for to a sale. Selling your business for a high value is important, but is it worth compromising the culture of your business or your employees? You need to decide what is most important to you and let those values be driving factors in your decisions in a sale.

It is tough to find the best fit for your business on your own. That’s why using a sell side mergers and acquisitions firm like Benchmark International is essential. You will have someone on your side who can help you find the right buyer for your needs. You can also learn more about what you can negotiate in a sale and you can discuss what’s most important to you to make sure those needs are met in a sale.

If you are thinking of selling your business, Benchmark International is dedicated to helping business owners like you achieve what they are looking for in a sale.

Benchmark International is proud to be the Sponsors of the Florida Rush Girls 04. 

The Florida Rush Girls 04 have been selected to participate in the National League this year, which is an amazing achievement. This will involve the girls attending National events and competing against many of the top teams in the nation. 

To assist the team with the cost of participation, Benchmark International sponsored the team to help with the cost of participation. If you would like to also donate to help the team, you can visit their Go Fund Me page: https://www.gofundme.com/florida-rush-2004-girls

We wish the girls the best of luck in their 2018-2019 season!

Please show your support and follow the team on social media:

Twitter: https://twitter.com/FLRush04Girls
Instagram:https://www.instagram.com/flrush04girls/
 

Benchmark International is pleased to announce the completion of a transaction between Logicalis South Africa (Pty) Ltd and the Clarotech group of companies including Clarotech Holdings (Pty) Ltd & Clarotech Consulting (Pty) Ltd. The deal was concluded by the transaction team based at the mid-market M&A corporate advisory’s African headquarters in Cape Town, South Africa in August of 2018.

The Clarotech group of companies specialise in Information and Communications Technology (ICT) providing consulting, physical product and support services to businesses throughout Southern Africa. Operating since 2001, the company satisfies the need for advice, solutions and ongoing service. Clarotech’s aim is to simplify ICT by supplying relevant solutions of value through proven end-to-end methodology.

Logicalis is an international multi-skilled solution provider supplying digital enablement services. The business boasts a well-curated customer base where it advocates for some of the world’s leading technology companies including Cisco, HPE, IBM, CA Technologies, NetApp, Microsoft, Oracle, VMware and ServiceNow. The Logicalis Group has annualised revenues of over $1.5 billion, from operations in Europe, North America, Latin America, Asia Pacific and Africa. It is a division of Datatec Limited, listed on the Johannesburg Stock Exchange, with revenues of over $4 billion.

The similarities in business strategy, culture and ethos between the two companies have made this acquisition a “natural fit”, says Colin Fair, Managing Director and owner of Clarotech. “For the past few years, the management team has been looking for a company who could be a partner for us, one that would allow us to create something special from the marriage. We have been seeking a 1+1=4 scenario that would benefit our customers and our staff. This is what Clarotech has found in Logicalis.”

Commenting on this, Andre Bresler of Benchmark Corporate South Africa said: “This transaction affirms many analysts’ predictions of a positive climate for M&A in the TMT sector for 2018. Whilst there was defined interest from both up and down the supply chain in this acquisition, the strong cultural fit and clear synergies offered by the ultimate acquirer were evident from the outset. It has been a real privilege to have a hand in such an outstanding result for such outstanding clients.”

On behalf of everyone at Benchmark International, we would like to wish both parties every success for the future.

International M&A specialist, Benchmark International, has successfully negotiated the sale of Mosher Engineering, Inc. (“Mosher”) to C.T.I. Consultants, Inc. (“CTI”).

Headquartered in Raleigh, North Carolina, Mosher has been operating as a privately-owned provider of geotechnical engineering and construction materials testing services since 2003. The company routinely engages with owners, developers, engineers, and contractors for various types of commercial, industrial, and residential projects. The company’s sole shareholder, Bill Mosher, boasts over 20 years of experience as an engineer, and previously worked as an executive officer and Principal Engineer at Law Engineering, Inc.

With a strong presence across the Mid-Atlantic region of the United States, CTI is a full-service engineering consulting firm with its corporate headquarters in Richmond, Virginia, and branch offices at eight other locations. CTI was founded in 1984 and offers a wide range of services including geotechnical engineering and drilling, construction quality control, structural steel inspection, soils, concrete, and masonry testing and inspection, environmental consulting, quality assurance, roof consulting, core drilling services, and radiographic testing. With a staff of over 175 employees, CTI is able to ensure the smooth continuation of projects and avoid costly delays. The acquisition of Mosher represents an excellent addition to CTI’s growth strategy and further expands on its current North Carolina footprint.

“Benchmark International played an instrumental role in facilitating a successful acquisition,” said Mosher Engineering’s President and Owner, Bill Mosher. “From the beginning, the Benchmark team was diligent in identifying the perfect buyer for my business and brought multiple candidates to the table. Overall, CTI was the ideal fit from an acquirer standpoint and I’d like to extend a big thank you to Benchmark for the hard work and extraordinary effort that made this transaction a reality.“

Trevor Talkie, Senior Associate at Benchmark International, added, “It was a pleasure working with Bill Mosher both through the early stages of our marketing process and right through to the transaction closing. At the end of the day, Bill [Mosher] was able to exit his company on favorable terms and we’re thrilled by this successful outcome.” Director, Tyrus O’Neill, added, “Bill has built a tremendous business and we’re ecstatic to have brought his exit strategy goals to fruition. On behalf of Benchmark International, we wish both parties the best of luck moving forward.”