Benchmark International Logo Blog Mergers and Acquisitions

Archives

What Do Elections Mean For M&A

As the United States approaches its 60th presidential election on November 5, 2024, we’ve identified some of the key ways this lead-up to the polls is likely to positively impact M&A activity.

READ MORE >>

UK Dealmaking Trends 2024 – The Return of Deals

In the wake of persistently low deal activity over the past two years, the dealmaking landscape is showing signs of change. As interest rates stabilise, inflation falls, and markets become less volatile, dealmakers are presented with new opportunities and challenges.

And it looks like change is inevitable. According to PwC’s 27th UK CEO Survey, one in five CEOs believe their companies will not be viable in the next 10 years if they stay on current paths, with organic change not sufficing. Acquisitions are increasingly viewed as the way forward, particularly when it comes to adapting technology and accelerating decarbonisation.

Here's a closer look at the trends expected for 2024:

READ MORE >>

Benchmark International Wins Logistics Deal Of The Year

Benchmark International was awarded Logistics Deal of the Year for the sale of X Caliber Container, LLC, to LongWater Opportunities at this year’s M&A Atlas Awards from the Global M&A Network.

READ MORE >>

Benchmark International Successfully Facilitated the Transaction Between Fuse Rail Limited and John Sisk & Son Ltd

Benchmark International is pleased to announce the acquisition of Kent-based Fuse Rail by international construction and civil engineering group, John Sisk & Son (Sisk Rail).

Fuse Rail services electrification and plant requirements within the rail industry. Working on behalf of Network Rail, recent projects have included a new electric distribution cable at a supply cable in Lydden, installation of a new conductor rail on the Sevenoaks tunnel refurbishment, and new reactive DC cabling for the Eastbourne substation.

With a 160-year history, Sisk Rail is an international construction and civil engineering business undertaking structural remediation, buildings refurbishment, mechanical and electrical planned maintenance, litter clearance, earthworks, fencing, drainage clearance and repairs on behalf of Network Rail and other train operating companies. The company has offices throughout Ireland, the UK and mainland Europe, specifically the Benelux, DACH and Nordic regions.

Ready to explore your exit and growth options?

The acquired company will continue to operate under its current branding and management team.

READ MORE >>

Benchmark International Successfully Facilitated the Transaction of O’Flynn Medical Limited and O’Flynn Innovation Limited to Healthcare 21 Ltd

Benchmark International has advised on the transaction of Irish headquartered O’Flynn Medical and O’Flynn Innovation, to Healthcare 21. O’Flynn will become part of the Healthcare 21 Group, which AddLife acquired in 2021.

Established in 2000, O’Flynn Medical is a leading provider of medical equipment and PPE to Ireland’s care home and domestic markets offering the sale, rental, and associated services and maintenance for a range of specialised products.

O’Flynn Innovation was later established in 2011 for the distribution of automated garment dispensing control systems. Together, the group has become a trusted distributor of medical equipment to the care home and domestic markets.

Established in 2003, Healthcare 21 is an independent medical device distributor offering sales, marketing and technical solutions for many of the world’s leading healthcare equipment manufacturers. The group has an annual revenue exceeding €159 million and more than 450 employees across four European countries.

The acquisition provides Healthcare 21 with the opportunity to expand its portfolio into the rental market segment, to become the leading provider in Ireland. The acquisition also provides entry for Healthcare 21 into the bariatric market segment.

Do you have an exit or growth strategy in place?

O’Flynn Medical will continue to trade under its existing name and remain headquartered in Macroom, Cork.

READ MORE >>

Benchmark International Successfully Facilitated the Transaction Between Velopi Limited and Educate 360, LLC

Benchmark International is pleased to announce the acquisition of County Cork-based Velopi by Boston-based Educate 360.

Established in 2007 and headquartered in Kinsale, Ireland, Velopi provides training and consultancy services, specialising in the niche of project management. The firm has a list of renowned clients that includes Abbott and Pfizer.

Ready to explore your exit and growth options?

Educate 360 is a professional training partner that designs training, coaching, and consulting solutions to improve efficiency, increase cross-functional alignment, and drive results. The acquisition enables Educate 360 to have a greater reach into the European market and the ability to build upon Velopi’s existing clientele.

READ MORE >>

Benchmark International Successfully Facilitated the Transaction Between 7 Elements Limited and Redcentric plc

Benchmark International has successfully advised on the sale of Edinburgh-based 7 Elements to Harrogate-based Redcentric.

7 Elements is a CREST accredited and award-winning technical assurance services company providing industry-leading security testing, incident response, and bespoke consultancy services.

Established in 1997, AIM-listed Redcentric is a managed service provider. The company operates across five locations and has over 500 employees.

Ready to explore your exit and growth options?

This acquisition expands upon the cyber security skills, capabilities, and services of Redcentric, complementing a growing portfolio, while addressing increasing market demand and customer requirements for security products and support.

READ MORE >>

Deal Fatigue: Preventative Measures

Deal fatigue is a condition that can arise during negotiations where involved parties begin to feel exhausted, discouraged, and frustrated in their attempt to reach an agreement. The negotiation process can sometimes be lengthy and demanding and requires players to spend valuable resources such as time, money, and energy. The inability to compromise in such negotiations not only depletes these resources but also can ultimately lead to a potential deal falling apart. Deal fatigue is a common obstacle in the world of mergers and acquisitions, one that both buyers and sellers alike have faced. From this, however, dealmakers around the globe have observed a few preventive measures that can be taken to ensure a successful transaction.

READ MORE >>

What is Private Equity? FAQs About the Industry

What is private equity?

Private equity (PE) is medium to long-term finance provided in return for an equity stake in a company. The objective of the PE company is to enhance the value of a company in order to achieve a successful exit (i.e. sale).

 

Where do PE firms get their money?

PE firms generally invest funds they manage on behalf of groups of individuals, pension funds, and other major organisations.

 

What types of companies do PE firms invest in?

PE firms look for companies that can offer a lucrative exit within three to seven years. Therefore, the company has to be large enough to support investments from the PE firm and have the potential to offer large profits in a relatively short timeframe. This means that PE firms buy companies with strong growth potential, or companies that are currently undervalued because they’re in financial difficulties.

 

How are PE fund managers compensated?

PE fund managers receive their income via two channels – management fees and carried interest.

A management fee is paid by the limited partners (the people who provided money to invest) to the PE firm to pay for their involvement. The fee is calculated as a percentage of the assets to pay for ongoing expenses such as salaries.

Carried interest is a percentage of profits that the fund gains on the investment. This compensation helps to motivate the PE fund managers to improve the company’s performance.

What is a platform company?

A platform company is the initial acquisition made by a PE firm in a specific industry. Typically, a platform company has a strong management team to drive the company forward and a proven track record in a specific industry. This company is the foundation for subsequent companies acquired in the industry.

Ready to explore your exit and growth options?

 

What is a bolt-on company?

A bolt-on company is in a trade which the PE firm has already invested and is added on to one of its platform companies. The fund will look for bolt-ons that provide competitive services, new technology or geographic footprint diversification, as well as companies that can be quickly integrated into the existing management structure. Typically, a bolt-on company is smaller than a platform company and has minimal infrastructure in terms of finance and administration.

READ MORE >>

What Is A Strategic Partner?

A strategic partner is another business entity with which you form an agreement to share resources with the mission of growth and mutual success. There are different types of strategic partnerships.

  • Horizontal Partnership: Businesses within the same field join alliances to improve their market position. Example: Facebook and Instagram.
  • Vertical Partnership: Businesses team up with companies within the same supply chain (suppliers, distributors and retailers), often to stabilize supply chains and increase sales. Example: LiveNation and Ticketmaster.
  • Equity Partnership: An investor acquires a percentage interest in a business, providing needed capital and sharing in profits and losses.
  • Joint Venture: Two or more businesses form an entirely new legal entity in which the profits and risks are shared, and the original companies continue to exist on their own. Example: Microsoft and NBC’s creation of MSNBC.
  • Merger: Two companies agree to go forward as a single new company and the original companies no longer exist. Example: Exxon and Mobil, now Exxon Mobil Corp.
  • Acquisition: One company takes over another company and establishes itself as the new owner. Example: AOL and Time Warner, now Time Warner.

Why Do I Need One?

A strategic partnership can be an extremely powerful tactic that gives your business a competitive edge. According to a study by the CMO Council, 85 percent of business owners believe partnerships are essential for business success.There are several reasons why it is a commonly relied-upon growth plan.

  • Expansion into new markets
  • Increased brand awareness
  • Product line extension
  • Access to new customers
  • Improved supply chain performance
  • Added value for existing customers
  • Acceleration of innovation
  • Strengthening of weaknesses
  • Sourcing of capital

Ready to explore your exit and growth options?

A successful partnership must be built on a solid growth strategy and make sense from a capabilities perspective. The goals, values and culture of all partners should be aligned. You also need to have the right infrastructure in place. And the timing of the venture can be critical depending on the market. A partnership is a major endeavor and you absolutely want to get it right. Unfortunately, most organizations are not armed with the proper connections, resources and management capabilities to maximize the potential of a partnership. According to a report by the Business Performance Innovation Network (BPI):

  • 43 percent of business partnerships have high failure rates.
  • 45 percent are unable to maintain long-term, successful relationships.
  • 42 percent of partnerships are not well leveraged.
  • 67 percent of companies that agree to work together lack formal partnering strategies. 

How to Get It Right

The smartest way to ensure that you are entering into a successful partnership is to seek the guidance of an advisor such as Benchmark International. We have the connections, experience, data-driven analytics, and knowledge to help you devise a carefully crafted growth strategy that is built on confidence and captures the most value. If you are a founder, an owner, an entrepreneur, or part of the leadership of an established company, we encourage you to reach out to us and start the conversation about how a strategic partnership can benefit your business.

READ MORE >>

Benchmark International Advises on the Transaction Between Total Resources UK and Mercia Fund Managers

Benchmark International is pleased to announce that it has successfully facilitated an £8m deal between Total Resources and Mercia.

Founded five years ago after Managing Director, Les Thompson, acquired the assets of Lincolnshire-based Traffic Control and Management, South Tyneside-based Total Resources now operates across five depots throughout the UK, employing around 140 people and offering all aspects of traffic management.

A rapidly growing business, Total Resources was the winner of the fastest growing small business award at the annual Fastest 50 event at the end of 2018. Turnover has soared on a local level due to work at major concerts for Rihanna, Take That, and Bruce Springsteen, and the forthcoming Spice Girls tour, all at Sunderland’s Stadium of Light.

Mercia, provider of both equity and debt finance to small businesses based in the UK, will now allow Total Resources to expand throughout the UK.

Ready to explore your exit and growth options?

The £8m deal for Total Resources has been a syndicated investment across three different funds bringing its venture, debt and growth investment teams together in a single transaction.

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between Ships Electronic Services Limited and Wärtsilä Corporation

Benchmark International is pleased to announce the transaction between global technology group, Wärtsilä, and Ships Electronic Services (SES), specialists in navigation and communication electronics, installation, maintenance and repair services, primarily for commercial and leisure vessels.

Ready to explore your exit and growth options?

Established in 1974, SES has its headquarters in Rochester along with nine other offices in the UK, where the company employs 47 staff. Together with its wholly-owned subsidiary Greenham Regis Ltd, SES holds a strong presence across the local marine services market.

Wärtsilä is a Finnish corporation listed on Nasdaq Helsinki that operates in smart technologies and complete lifecycle solutions for the marine and energy markets, maximising the environmental and economic performance of vessels and power plants for its customers. The company has operations in over 200 locations across more than 80 countries around the world, employing approximately 19,000 staff. In 2018, Wärtsilä’s net sales totalled €5.2 billion.

Shareholder of SES, Paul Rees, said: “We are very excited to join Wärtsilä. We have already identified several shared opportunities between the companies and look forward to bringing the enhanced service offering to our customers.”

READ MORE >>

Northern Deal Values Boosted by Venture Capital Investors

Posted on May 2, 2019 By in Dealmaking + Venture Capital

Venture capital investors are driving deal values back up for companies across the North according to new data by KPMG Enterprise's quarterly report on global trends – Venture Pulse.

Feel like it's a good time to sell?

Despite a decrease in value and volume compared to the first quarter of 2018, the number of VC transactions completed between January and March 2019 was 17, up from 12 in the final quarter of 2018, with the average deal value increasing from £2.17m to £2.91m.

READ MORE >>

Benchmark International Completes the Sale of Office Technology (Irl) to Intuity Technologies

Benchmark International is pleased to announce the transaction between Dublin-based managed print services company, Office Technology, and leading certified technology company, Intuity.

 Do you have an exit or growth strategy in place?

Established in 1988, Office Technology oversees all aspects of clients’ print infrastructure, supplying and servicing Canon multi-functional devices as a gold member, as well as providing the software to manage the cohesion of machinery, predominantly for SME and corporate clients.

READ MORE >>

Benchmark International has Successfully Facilitated the Sale of Omega Fire Engineering to BB7

Benchmark International has advised on the transaction between Manchester-based fire engineering consultancy, Omega Fire, and specialist fire consultant firm, BB7, to create the UK’s leading independent fire and security advisory firm.

Omega Fire is a fast-growing, highly profitable fire safety property consultancy using computational modelling to assess fire engineering proposals and address potential fire hazards and risks.

Founded in 2009, BB7 is a fire safety and security consultancy with eight offices nationwide and 60 expert advisers. It offers three core services to clients: fire engineering, fire risk management, and security consultancy and has a client base of building developers, local authorities, housing associations, and hotel and leisure groups. As such, the two companies complement each other in terms of client spread and services offered allowing the combined entity to continue to build its strong reputation.  

Ready to explore your exit and growth options?

Following the acquisition, Omega Fire will continue to operate from Manchester and Leeds, and trade as Omega Fire Engineering Limited throughout 2019, and the amalgamation of the two companies will create a firm with just under 100 people and 10 offices nationwide.

BB7 has been backed by the Business Growth Fund (BGF), which is the UK and Ireland’s most active investor in growing businesses. The investment from BGF will support BB7’s longer-term growth strategy, providing the capital and experienced resources to accelerate its growth plans.

READ MORE >>

Benchmark International has Successfully Facilitated the Acquisition of Janus Valuation & Compliance by Class Valuation

Benchmark International has successfully facilitated the acquisition of Janus Valuation & Compliance (Janus) by Class Valuation (Class).  Benchmark International worked effectively with the sellers to ensure that their goals were met from a cultural and corporate vision perspective.

Janus is an appraisal management company that offers property valuation services to mortgage lenders, banks and credit unions through its network of appraisers.  The company offers a turnkey solution for lenders to complete home appraisals and remain in compliance with all laws and regulations.

Class Valuation is a top nationwide real estate collateral valuation and appraisal management company to the residential mortgage industry and is based out of Troy, Michigan.  The company has consistently been ranked highly in client service by several of the nation’s top ten mortgage lenders and has been recognized as a top place to work, along with receiving many other industry awards. 

Benchmark International was able to procure for Janus AMC a buyer that met their goals in regards to the strategic growth of the company as well as the corporate fit amongst the management teams.  Janus was engaged with Benchmark International for about a year and a half and was able to procure several interested buyers until Janus found the perfect fit for them.

Ready to explore your exit and growth options?

Benchmark International’s Senior Deal Associate, J.P. Santos commented “The Benchmark International team is excited for this next chapter in Janus’ growth and couldn’t be happier for John Passero and the management team at Janus.  This provides them with an opportunity to continue to develop their firm and achieve their goals by partnering with a firm that offers them the resources and infrastructure to achieve their corporate vision.”

READ MORE >>

Benchmark International has successfully facilitated the sale of Cubic Inc., to A.H. Belo Corporation

Benchmark International has successfully facilitated the sale of Cubic Inc., to A.H. Belo Corporation.

Established in 2003, Cubic Inc., is a full-service creative agency that uses business intelligence, strategic insights and purposeful creativity to incite brand desire. The buyer, A.H. Belo Corporation, owns and manages several respected newspaper and media companies such as The Dallas Morning Times.

For 16 years, Cubic Inc., has provided its fresh, innovative and non-traditional creative approach particularly towards community marketing and regional branding. Its agency services broadly include immersion & research, ideation & design, execution & production and media strategy & management.

A.H. Belo Corporation is a recognized Dallas-based media company that owns newspapers in North Texas. 

Jeff De Garmo, Vice President of Cubic Inc., mentioned “The Benchmark International team was a pivotal factor in the consummation of this transaction.  They were all hands-on deck when it came to the negotiations of the many moving pieces in a complex deal such as this one.  We highly underestimated the value that a seasoned M&A advisor brings to the table.”Ready to explore your exit and growth options?

Transactions Director, Luis Vinals said “Working with the Cubic, Inc. team has been an incredible experience that our team has truly enjoyed. This transaction is testament that the Benchmark International team is prepared to facilitate a deal with a buyer on Main St to a buyer on Wall St. Throughout the process, Cubic’s team was responsive to our feedback and available to discuss strategies. We are excited to see the result of their creative future collaborations.” 

READ MORE >>

Global M&A Activity 2019 – Deal Makers Optimistic for the Year Ahead

Refinitiv has announced the findings of its annual Deal Makers Sentiment Survey conducted by Greenwich Associates – a survey which provides a quantitative assessment of M&A related and capital market activity in the year ahead.

The survey has revealed that, despite market turbulence, reassurance has been offered in terms of M&A and capital market trends as the deal making professionals surveyed are cautiously optimistic for the year ahead.

READ MORE >>

Benchmark International, has facilitated the sale of Integrated Legacy Solutions, LLC (“ILS”) to NXTsoft, LLC (“NXTsoft”).

Benchmark International M&A specialist, Benchmark International, has facilitated the sale of Integrated Legacy Solutions, LLC (“ILS”) to NXTsoft, LLC (“NXTsoft”).

Based in Trussville, Alabama, ILS offers image and data conversion migration technology for the financial services industry. The company specializes in data management through one of three methods: full data conversion into a new system, data migration into its flagship OmniView Browser™ or a blended approach that combines the two.

NXTsoft, located in Birmingham, AL, is concentrated in risk management, including solutions in cybersecurity, compliance, and data analytics. Like ILS, several of NXTsoft’s portfolio companies also provide high quality software solutions serving financial institutions. NXTsoft is backed by a team with a 25-year track record of successful technology start-ups.

 

Ready to explore your exit and growth options?

 

ILS founder, Kris Bishop commented, “I would like to thank the Benchmark International team for their dedication and persistence. Their team and hands on approach provided excellent marketing documents, broad coverage across various types of prospective buyers, and resulted in multiple offers over the term of our engagement”

Leo VanderSchuur, Director at Benchmark International, stated, “It was a pleasure to represent ILS, Kris Bishop and Jason Alfano in this transaction. On behalf of Benchmark International, we are extremely pleased with the outcome. Allowing both the seller and acquirer to prosper and benefit is always an ideal end result.”

READ MORE >>

Benchmark International has successfully facilitated the sale of Adapt Laser Systems, LLC and Teka North America, LLC to Boyne Capital Partners, LLC

Benchmark International has successfully facilitated the sale of Adapt Laser Systems, LLC and Teka North America, LLC to Boyne Capital Partners, LLC.

Headquartered in Kansas City, Missouri, Adapt Laser has supported North America since 2003, providing pioneering laser cleaning solutions to many bonding, corrosion, and surface treatment issues facing complex industrial processes. Adapt Laser, in partnership with CleanLASER, is the only supplier of fiber-coupled, compact, mobile or stationary laser cleaning units, with 20 to 1000 watts of laser power for a wide-range of handheld or automated applications. Illustrative uses include composite part tool cleaning, defense and military applications, oxide removal, paint & varnish removal, weld & joining pre-treatment, and mold cleaning. End-markets served include aerospace, automotive, defense, nuclear utilities, semiconductors, and food production

President of Adapt Laser Systems, Georg Heidelmann, stated, “Benchmark International was paramount to the success of our deal. Not only did Tyrus and the team at Benchmark demonstrate their expertise in all areas of M&A but they also took time to really understand my specific business and industry. Through Benchmark’s process a number of potential partners were identified which allowed me to select the group who truly aligned with Adapt’s people, culture, and vision for the future. I would like to thank the Benchmark transaction team for the extraordinary effort in making this deal a reality.”

 

Ready to explore your exit and growth options?

Boyne Capital is a Florida-based private equity firm focused on investments in lower middle market companies. Founded in 2006, Boyne has successfully invested in a broad range of industries, including healthcare services, consumer products, niche manufacturing, and business and financial services among others. Beyond financial resources, Boyne provides industry and operational expertise to its portfolio companies and partners with management to drive both company performance and growth. Boyne specializes in providing the capital necessary to fund corporate growth and facilitate owners and shareholders' partial or full exit.

Tyrus O’Neill, Managing Partner at Benchmark International, stated, “It was a pleasure to represent Georg and Adapt in this deal, and on behalf of Benchmark International, we are very pleased with the outcome. Both sides of the transaction were extremely professional throughout the process and it was a pleasure to work alongside Georg and the group at Boyne. The parties have numerous strategic synergies which has led to a great process and overall result. This has been a thoroughly satisfying experience and we wish both parties the best of luck moving forward.

READ MORE >>

Benchmark International Successfully Facilitated the merger between Amtis, Inc. and Blackfish Federal, LLC.

Benchmark International has successfully facilitated the acquisition of AMTIS, Inc. by Blackfish Federal, LLC.

AMTIS, Inc. (AMTIS) is a diversified government service company providing leadership development, executive coaching, strategic planning facilitation, training development, business processing and professional services for multiple Federal government agencies.

BlackFish Federal, LLC (BlackFish), is an IT and healthcare solutions provider dedicated to helping solve its customers’ biggest business problems. Whether through applying innovative IT solutions or providing healthcare management support services, BlackFish consultants use their problem-solving skills to turn challenges into opportunities.

 

Ready to explore your exit and growth options?

 

Barbara Stankowski, President and owner of AMTIS said “The sale of my company was an extremely lengthy and taxing process. Throughout the entire sales effort, the Benchmark team was very professional, responsive and kept their eye on the end goal, allowing me to continue running my business. I would highly recommend Benchmark to any small to mid-size business owner that is considering the sale or merger of their firm. I am excited for the AMTIS employees, and all of our customers who will remain in qualified and capable hands with BlackFish leadership team now behind the wheel.”

“We’re very pleased to have recently completed the acquisition of AMTIS. Together, BlackFish and AMTIS create a strong strategic fit that will provide our customers a fully integrated leadership and professional services organization. Our overlap in customer base and services offered, accompanied by AMTIS' experienced management team and operational staff will create a seamless transition for each of AMTIS’ existing clients.” said Donald Jones, CEO of BlackFish.

Benchmark International Associate Director David Steverson stated, “We would like to congratulate AMTIS, Inc. and Barbara Stankowski, as well as the buyer, BlackFish Federal. This acquisition was disrupted by a number of external forces, including a partial government shutdown, but ultimately concluded with a completed transaction. Special thanks goes to the various specialists working on both sides of the transaction beyond Benchmark: Shuffield Lowman, PilieroMazza, Genaesis, and McMahon Welch and Learned.”

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between Elite Facades Ltd and Acuity Management Ltd

Posted on January 25, 2019 By in Deal completions + UK M&A + Dealmaking

Benchmark International has advised on the transaction between roofing, cladding and façade company, Elite Facades, and private equity company, Acuity Management.

Elite Facades specialises in all aspects of flat roofing, built-up composite and twin skin cladding systems for clients including BAM and Bouygues.

The company is to operate as part of the larger Elite Facades Holdings, a newly-formed subsidiary of Gibraltar-headquartered Acuity, an alternative private equity fund that acquires equity ownership in SMEs via intelligent buyouts, where the acquired entity retains its independence.

Ready to explore your exit and growth options?

 

Under the terms of the deal, Patrick Feeney will remain as a director and shareholder of Elite Facades Holdings.

He said: "Elite Facades is very pleased to be part of the larger Elite Facades Holdings. The transaction will provide the business with greater stability and further access to additional investment, while helping to support the pace of rapid growth we are pursuing."

Benchmark International would like to thank all parties involved and we wish them all the very best of luck for the future.

READ MORE >>

Benchmark International Successfully Facilitated The Acquisition of Jackson Galloway Associates LLC. by FGM Architects, Inc

Benchmark International has successfully facilitated the acquisition of Jackson Galloway Associates, LLC to FGM Architects, Inc. Benchmark International worked effectively with the sellers to ensure that their goals were met from a financials as well as cultural perspective.

Jackson Galloway Associates, LLC is a highly-reputable firm that provides full-service architecture and interior design for the Texas market.  The majority of their clients are churches, public and private schools, athletic facilities and non-profit organizations in the Texas market with a high focus in Austin, one of the fastest growing cities in the country.

FGM Architects is a professional service firm with an emphasis on design and service.  Since 1945, FGM Architects has specialized in the planning and design of environments for PK-12 Education, High Education, Municipal and Federal clients. They offer a unique combination of experience, talent and a collaborative design process.

 

Ready to explore your exit and growth options?

 

Benchmark International was able to procure for Jackson Galloway Associates a buyer that met their goals in regards to financial terms as well as cultural fit and an aligned vision in regards to their design capabilities.  Benchmark International represented the sellers for over two years in a diligent effort to find the ideal buyer.

According to John Jackson, AIA, now Managing Director of the Austin Office of Jackson Galloway FGM Architects “'Our transition was assisted by the personal and professional team at Benchmark, International, who walked us through every step and helped us to stay on task to the very end.”

Benchmark International’s Senior Associate, J.P. Santos, commented “The Benchmark International team is very happy for John Jackson, Bob Galloway and the entire Jackson Galloway Associates team.  From the outset, the shared vision in terms of design and corporate culture between Jackson Galloway Associates and FGM was apparent and was helpful in coming to equitable terms.  Both parties were collaborative in their efforts to bring this deal together and we are excited to see what the combined firms can do going forward.”

READ MORE >>

Benchmark International has Advised on the Sale of Space Age Building Products Limited to GJB Developments PLC

Posted on January 24, 2019 By in Deal completions + UK M&A + Dealmaking

Benchmark International is pleased to announce the transaction between Reading-based Space Age Building Products (Space Age) and GJB Developments (T/A GJB Window Systems), based in Essex.

Ready to explore your exit and growth options?

Space Age is a wholesaler supplying plastic building products to trade and retail customers. The company supplies UPVC plastic fascia, guttering, windows, conservatories and associated plastic products. It additionally has a distribution network offering next day delivery to clients based in Berkshire, North Hampshire, South Oxford and Buckinghamshire.

GJB Window Systems has been fabricating and supplying market-leading window and door systems for over 25 years from its on-site factory in Essex.

The acquisition has allowed GJB to extend its geographical presence by opening a trade counter in Reading.

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

READ MORE >>

Benchmark International has successfully facilitated the acquisition of Texas Engineering Solutions, LLC to Atwell, LLC.

Benchmark International has successfully facilitated the acquisition of Texas Engineering Solutions, LLC to Atwell, LLC.  Benchmark International worked diligently to find a Buyer that was an ideal candidate to ensure the goals of the sellers from a financials and corporate fit perspective.

Texas Engineering Solutions, LLC is a land development consulting firm providing a range of civil engineering, utility and infrastructure design, as well as planning and land development services in Central Texas.

Atwell, LLC is a consulting, engineering and construction services firm that delivers a broad range of technical solutions to clients in the real estate and land development, power and energy, and oil and gas markets.  They provide comprehensive professional services including engineering, planning, surveying, landscape architecture, environmental consulting, program management and construction services to a diverse blend of clients

 

Ready to explore your exit and growth options?

 

Benchmark International was able to procure for Texas Engineering Solutions, LLC a buyer that met their financial goals while also being an ideal cultural fit and providing the additional resources that the buyer was searching for.  Benchmark International corresponded with numerous potential investors and the Owners of Texas Engineering Solutions had several in-person meetings until they met with the representatives from Atwell, LLC.  

Per Brian Wenzel, CEO of Atwell, LLC “We believe identifying the right opportunity with the right fit is critical for success in the M&A space.  In working with Benchmark International on our most recent acquisition, we realized they share that same vision.  Not only was the [Benchmark International] team helpful throughout the process, but their approach to this engagement was comprehensive, thoughtful and focuses while placing significant emphasis on the success of the combined firms.  We look forward to working with them on future opportunities.”

Benchmark International’s Senior Associate, J.P. Santos, commented “The Benchmark International team is excited for Texas Engineering Solutions as they join a firm in Atwell, LLC that aligns with their corporate goals.  As Texas Engineering Solutions enters this next chapter, the mutual respect and admiration amongst the two firms leaves little doubt that the combined entities will continue to thrive and grow as a business.”

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between Dial-A-Loo Limited and Universal Tanker Solutions Limited

Benchmark International is pleased to announce the transaction between two water and waste water logistics firms – Dial-A-Loo and Universal Tanker Solutions.

Based in Tyne & Wear, Dial-A-Loo has been operating for almost 30 years as a supplier of commercial and domestic water and wastewater logistics, alongside portable toilet hire, to clients across the North East that operate in the construction and shipbuilding sectors.

 

Ready to explore your exit and growth options?

 

Offering similar services to Dial-A-Loo, Universal Tanker Solutions provides a waste water removal and non-potable water delivery service to domestic, commercial and industrial clients.

The combined entity will allow Universal Tanker Solutions to increase its geographical coverage, as well as its tanker fleet.

Benchmark International would like to thank all parties involved and we wish them all the very best of luck for the future.

READ MORE >>

M&A Mistakes to Avoid

The merger and acquisition (M&A) process requires careful planning, professional support, and an understanding of the deal dynamics involved in the negotiations. Completing a transaction is not easy. Many sellers only do a transaction only once in a life time. Companies that have not been engaged in many M&A transactions frequently make mistakes that can result in a less favorable price or terms. They can even potentially destroy the deal.

READ MORE >>

Positive Year Ahead Anticipated for UK M&A

Posted on January 18, 2019 By in Brexit + UK M&A + Dealmaking + 2019

The UK is expected to be one of the most popular locations for deal activity in 2019, mirroring a successful year in 2018.

Megadeals boosted the value of transactions in 2018 as, while the volume of UK deals only rose slightly, deals such as Japanese-based Takeda Pharmaceutical’s acquisition of UK-based Shire for £62bn saw a 4% increase in transaction value from £291bn the year before.

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between Pellings and RSK Group

Benchmark International has successfully advised on a deal between the group of Pellings companies (Pellings LLP, J & A Pellings and Pelling Limited) and RSK Group Limited, which marks RSK’s ninth acquisition in as many months as well as its largest acquisition to date.

Pellings, a group of companies which provide a complete spectrum of architectural services, building surveying, project management and related professional services for housing, education and healthcare projects, have 125 staff and four offices covering North, West, South and Central London.

RSK is an integrated environmental, engineering and technical services consultancy, which has 36 international offices, more than 2,700 employees and an annual turnover of £200m. It is currently actively investing in Europe, the Middle East, India, Africa and former Soviet Union countries, and has an active client base of 7,000 organisations spread across these regions.

 

Ready to explore your exit and growth options?

 

The group of Pellings companies have significant synergies with RSK and the joint venture will expand their services to a wider range of sectors in a greater geographical area.

Post-acquisition, Pellings will become part of RSK’s geosciences and engineering division. The companies' current leadership team, including its managing director Richard Claxton, will join RSK and continue to drive the business forward.

RSK’s founder and chief executive officer, Dr Alan Ryder, said: “We are delighted to announce our partnership with the company [Pellings], a growing business that will enhance RSK’s service offering to its clients.”

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

READ MORE >>

Is It Time To Sell My Business ?

Determining whether it is a good time to sell your business is one of the most challenging decisions a business owner has to make. There are innumerable factors that affect this decision and it’s important to not get overwhelmed. A few things to take into account are financial situation, the company’s future/outlook, the opportunity cost of time, and the type of deal structure being pursued.

Financial Situation

Usually, the first factor that business owners consider when making the decision to sell is the financial impact this will have on their lives. It’s important to analyze one’s current lifestyle and how a potential sale would change that – what the payoff would be. Unless a business owner is in a troubled situation, they’ll want to make sure that the decision to sell will not hinder their long-term lifestyle. A hasty decision here can have a catastrophic economic ripple effect. But, selling at a time that maximizes economic profit can potentially result in lifelong financial freedom.

 

Company’s Outlook

If an owner is at a point to even consider selling a business, there’s a high probability that they’ve put in a significant amount of time, effort, and capital into it. Pondering this decision generally stems from a plateau in company growth or changes in the industry landscape. When this stage is reached, one must determine if they are in a position to take the company to the next level or if it is better to move on after building it to this point. It’s important to understand that being aware of “when to get out” is not a slight on the owner. Rather, it is the recognition of an opportunity to pursue other goals. The business has been a large part of life, the employees are important, and the hopes of a successful future is why companies are built. So, the key is to make sure that the “hands” the company is going to be in moving forward satisfy the needs of all the key people that are going to be impacted by a
potential transaction.

 

Time

Letting go of something that has been such a large part of one’s life can be very daunting. The fear that this is “the end of the line” for a business owner is often what doesn’t allow an individual to make a decision with sound judgement. The opportunity cost of time needs to be taken into consideration – that is, what you can allocate time to in life that you were unable to do before. Perhaps an exit can allow more time with family or another business venture; all such options open up more once the full scope of a business sale is analyzed beyond the initial fear.

 

Deal Structure

The type of deal for a business sale is arguably the most important factor when making the decision to sell. The beauty about this is that deals can be structured in almost any way imaginable. Many owners think that selling a business is an “all or nothing” type of transaction. But the reality is that majority of business acquisitions are centered around partial sales and/or long-term seller incentives. It is perfectly reasonable for a founder/owner to retain ownership to “keep some skin in the game” or to have a management agreement that allows them to continue being involved in the company. Owners need to educate themselves on the kind of deal structures most suited for them and understand that the scope of deal types is far more customizable than people realize. 

 

As has been pretty clear, there is no cookie-cutter process behind making the decision to sell a business. Individuals need to take countless variables into consideration when doing something of this magnitude. A great way to begin this process is to narrow down what aspects of the decision are most important to the owner and then analyzing each variable individually. Most importantly, don’t forget that if a deal is thinkable, it is achievable.

 

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between NRG Automation Ltd and Indutrade AB

Benchmark International has advised on the transaction between NRG, a supplier of motors and controls for gates and barriers, to Indutrade.

NRG is a specialist supplier of drives, motors and controls for industrial, commercial and residential doors and shutters, also offering a range of gate and barrier automation. Customers are manufacturers and installation contractors of doors, shutters and gates in the UK and Ireland.

Indutrade’s portfolio company, Ellard Ltd, has high synergies with NRG, as it is a specialist manufacturer and distributor of drives and controls for industrial, commercial, and residential doors and shutters. As such, there is a crossover of products/customers leading to opportunities to cross sell.

 

Ready to explore your exit and growth options?

 

Post-acquisition, a new management group has been formed from both companies, ensuring Ellard and NRG can fully capitalise on the many opportunities the venture creates.

James Robinson, Transaction Leader on the deal, commented: “It has been a pleasure to work with Paul and Andy over the months and we are delighted that the sale has gone through to the most suitable acquirer and right home for the business. We wish Paul, Andy and the new owners the very best for the future.”

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

READ MORE >>

Benchmark International has Successfully Facilitated the Transaction Between Intec UK Limited and NRL Group Limited

Benchmark International has successfully facilitated the transaction between Intec UK, a specialist recruitment business in the energy and power sector, to NRL Group, a recruitment company with a c£170M turnover.

Intec has more than 35 years' experience, placing both temporary and permanent candidates with an engineering and technical skillset in various industries, offering a full complement of recruitment services.

Intec’s services will complement NRL’s recruitment capabilities within the technical sector, increasing reach in associated sectors and taking the combined group turnover to about £180m.

 

Ready to explore your exit and growth options?

 

Andrew Redmayne, chief executive of NRL, said: "NRL is delighted to announce the successful acquisition of Intec UK Ltd.

The acquisition is part of our strategic growth plan and we are pleased to welcome Intec’s employees, contractors and clients to the NRL Group.

We are excited about the future development opportunities that the acquisition will create for both NRL and Intec, to offer all our clients an unrivalled recruitment service experience."

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

READ MORE >>

I Want to Sell My Business.  But How Can I Be Sure My Employees Are Taken Care Of?

As an owner of a business, there are often times when the employees of the business can become like an extension of the owner’s family.  Employees are often present during challenging times in the business owners professional and personal life and the owners of the business can often be a stabilizing presence in an employee’s life.  One of the biggest concerns of a business owner is what the welfare of their employees will be upon a successful sale of the business. Often times, the concerns can be placed into four broad buckets,

1.) Will the employees be keeping their jobs?

2.) Will the employees be keeping their same level of compensation?

3.) How will the insurance benefits change, if at all?

4.) How will our company culture change – do we still have team building events planned every    quarter and holiday bonuses we can count on?

The answers to these questions can go a long way in determining whether a buyer is the perfect fit for a business, outside of the fundamental valuation and transaction structure.  Mergers and acquisitions are complicated endeavors, involving an incredible amount of work and attention to detail.  While in the midst of an acquisition, HR Departments are the group tasked with managing perhaps the most valuable part of a company – the human capital.  Granted, some aspects of the transaction are unavoidable, including the letting go of employees in an underperforming division or in a role that will be redundant within the acquirer’s organization.  But, if both buyer and seller can get on the same page and formulate a plan for informing the employees of a change, this will ease the transition and mitigate the fear of the unknown. 

Now, to address the first question that will come to an employee’s mind upon finding out their firm is being acquired – am I going to keep my job?  In the vast majority of transactions, employees will retain their roles and often times an acquisition can be an opportunity for upward mobility within a larger organization.  Timing will be of the utmost importance when it comes to making any type of announcement regarding an employee’s employment status, whether positive or negative. One hurdle to avoid at all costs is raising alarms unnecessarily.  In order to avoid this complication, it’s best to announce a merger or acquisition upon execution of a Definitive Purchase Agreement and the transfer of funds. This ensures that the deal is closed and official and will eliminate the risk of pulling the rug out from under the employees of a recently acquired company.  

When the topic of compensation arises, there are numerous factors at play, including the performance of both the buyer, seller and individual employee as well as the defined compensation structure that already exists within the buyer’s corporate infrastructure.  Having a discussion regarding compensation can also take a different tone – perhaps a buyer can offer employees a more compelling work/life balance, an office space that offers the opportunity to exercise, eat healthy or be in a location that is convenient and offers easy access to post office hours entertainment.  Being able to pitch potential employees on all of the value that a buyer offers aside from the number on their paycheck can help bridge any perceived gaps
in compensation.

Beyond the importance of staying employed and maintaining the current level of earnings, individual employees will also be concerned with their benefits package and whether the buyer offers a more compelling insurance package or one that could be considered a down grade.  In any event, being completely transparent about the pros and cons of the new benefits package will be important in mitigating the fear associated with change.  A buyer who makes themselves available to answer questions that are both qualitative and quantitative in nature will be able to ensure a smoother transition.  This would include providing feedback mechanisms such as one-on-one interviews, focus groups and anonymous surveys.  In most cases, there is not a need to turn everything upside down immediately – buyers should not expect for all the new employees to join their new health insurance plan immediately, buyers should also consider letting the new employees keep their old PTO until the end of the year, if a new employees has already reserved PTO, a buyer can still honor that time and garner a little morale. 

 Ultimately, communication will be key - giving employees an opportunity to feel seen and heard will give them the sense of feeling valued by their new employers.  Additionally, this will bring a level of comfort to the seller that those individuals who helped them achieve success will continue to be taken care of and that the culture of a company that takes years to create will remain intact and continue to permeate throughout the new company.

Author:
JP Santos
Senior Associate
Benchmark International

T:   +1 (512) 861 3309
E: Santos@benchmarkcorporate.com

READ MORE >>

Benchmark International Facilitated the Transaction of Fulfill Plus to The Balwa Group

Benchmark International has successfully facilitated the acquisition of FullfillPlus, Inc to a private group of buyers.  Benchmark International worked diligently to find a Buyer that was a good cultural fit for the business and would allow for the owners of FulfillPlus, Inc to achieve their personal and professional goals.

FulfillPlus, Inc offers a wide range of fulfillment, warehousing, order processing, kitting, assembly, and shipping services tailored to meet their client’s exact marketing needs. They are a single-source supplier for all services related to delivering clients’ products to their clients in a timely and cost-efficient manner. Centrally located on the Gulf Coast, near the Port of Houston, they are ideally situated to handle large and small clients that manufacture in the United States or import products from as far away as China and India to reach their clients efficiently.

The Buyers are part of a company with investment holdings in diverse market segments including hospitality, real estate development, and manufacturing.  With a large international presence, the firm was looking to diversify its holdings in both market segment and geography and had a particular interest in the logistics business. 

FulfillPlus, the Seller, and the Buyers are pictured together.

Benchmark International was able to procure for FulfillPlus, Inc a buyer that met their financial goals while also being an ideal cultural fit.  Benchmark International corresponded with numerous potential buyers and the owners of FulfillPlus, Inc had several in-person meetings and offers to choose from however once they had the opportunity to meet with the representatives from the buyers, both parties knew immediately that FulfillPlus would be a great fit for both.  

Benchmark International’s Senior Associate, J.P. Santos, commented “The Benchmark International team is ecstatic that Chuck and Michele, the owners of FulfullPlus, chose a buyer that is going to contribute to the continued growth of the company. Chuck and Michele were communicative, responsive, and collaborative through the Benchmark 360 process. Ultimately, the transaction will allow Chuck and Michele to reap the rewards of years of hard work while continuing to focus on the positive trajectory the company is on and enjoy more leisure time.  This was a great result and we couldn’t be happier for all parties.”

Charles Gleason, CEO of FulfillPlus wrote a beautiful letter to the Benchmark International team regarding his experience working with us: 

Dear J.P. and entire Benchmark Team:

Michele & I would like to thank you for the great job your entire team did helping us sell our company. We selected Benchmark because of the professionalism shown by all of your representatives as well as the breadth and scope of your company.

Being the founder of this business, it wasn’t easy for me to decide to sell it. We had been so focused on running the company for so many years, dealing with day-to-day issues, we never had time to even think about selling, and I wasn’t quite sure I really wanted to. But we knew we needed some sort of exit strategy for retirement and decided to at least sit-down and review the process with your team. Your team answered all of our concerns and made us feel comfortable enough to initiate the selling process. You re-affirmed to me that it would be my decision on who we sell to and there is no time limit on finding the right buyer. I was skeptical, but after going through the process, I now know it's 100% true. You didn’t pressure us to make decisions and focused your efforts on guiding us through the valuation and sales process at our pace. Nowhere along the way did we feel that you were pressuring us for time or a quick decision.

When it came to meeting prospective buyers, you allowed us to review each prospective buyer’s background before they were allowed to see our financials or meet us. You let us meet (on the phone & in person) with each buyer on our own, then scheduled calls to review the meetings and get our feedback on each prospective buyer. When offers were made, you offered insights into buyer tendencies and how we should respond. It was truly a team effort.

We are now 2 weeks past the closing date and have been working day-to-day with the new owners. We feel we made the right decision and are now finding ourselves looking at golf course communities around the country trying to decide where we eventually want to retire. We’re looking at Anthem, Arizona, Palm Spring, Ca, San Antonio, Tx (Hill country), Austin, Tx, and Greensboro, Ga (Lake Oconee). All areas with beautiful homes and golf communities.

Thanks again for all your help and good luck with future sales,

Charles Gleason
CEO
FulfillPlus, Inc.
 

READ MORE >>

Understanding EBITDA

In arriving at a valuation for their business, many managers come across the term EBITDA.  For some this term is Greek and for others it’s a term they vaguely remember being mentioned during their days in business school. For many business owners it’s a completely new term, with no context, and why it is important is a complete mystery to them.  But to buyers, EBITDA seems to be an incredibly important term.  So what is EBITDA?

To begin let’s spell out the acronym.  EBITDA stands for “Earnings before Interest, Taxes, Depreciation and Amortization,” that is, a company’s earnings before items which can be disassociated from the day to day operations of the business.  EBITDA is therefore a measure of the financial strength of the business, and presents a proxy for the total cash flow which a potential buyer could expect to garner from the purchase of your business.

Let’s break down each part of the acronym, beginning with Earnings. In the case of your business, Earnings is represented by the bottom line income, what is labeled “Ordinary Business Income,” on your tax returns.  This is the number arrived at by subtracting all expenses from Revenues and adding or subtracting any additional cost or income.  Distributions and dividends are items which occur after “Earnings” is calculated and are therefore not included in this equation.

Interest payments are associated with debt that the company currently holds.  Those interest payments whether they are on a Line of Credit to the local bank or for outstanding debt the company has taken on to purchase machinery or warehouse space, will likely be in some way included into the sales price of your business.  Meaning, that when a new owner takes over operations, or comes on board to help grow your business, the business will be starting fresh.  From the time of the sale going forward the new owners can expect all of the money previously paid to the bank, to flow through to bottom line earnings instead.  For this reason, in valuing your company it is important to add back interest payments to your bottom line earnings.

Next, we arrive at taxes. Each and every business pays taxes, but the amount is variable by state and subject to current legislation.  For that reason, we add back some, but not all taxes to your bottom line profits.  In most cases the only tax added back will be your Franchise Taxes. Franchise Taxes are those taxes charged by a state to a company, as the cost of a business in that state.  The tax varies based on the size of the business and the state in which the business is incorporated.  Because a company may be incorporated in a different state, or the size of the business may drastically change after an acquisition, these taxes are therefore variable and not a reflection on the business’ earnings.

Depreciation is a fancy accounting term for something we all know.  The amount of value your car loses the moment you drive it off the lot, is the most common form of depreciation we deal with during our lives.  Say you purchased new machinery ten years ago, and it is still running and in good condition, humming along each day spitting out all the widgets you can sell.  But your accountant may send you tax returns each year saying your machine is worth less and less.  This amount that gets deducted by your accountant isn’t an actual amount of cash leaving your business, but it decreases your bottom line earnings.  For this reason, we add depreciation back, to put back into your bottom line, an amount which was taken out on paper, but not out of your company’s checking account.  An additional note, as we are dealing with your company’s Profit and Loss statement, we ignore the total amount of accumulated depreciation which is shown on your Balance Sheet, in order to capture the expense associated only with one accounting period.

Amortization is Depreciations baby brother. If you purchased a business ten years ago, you may have paid more for that company than what it was worth at that very moment based on the amount of assets and business you were garnering by purchasing that company and its clients.  Let’s say that the business you bought was worth one million dollars, but you figured that the business’ client list and trademark was worth an additional half million dollars to you over the long run, and so you paid one point five million dollars for the business.  This additional half million dollars is sometimes referred to as “good will”. It’s a value which can be reflected on paper and then turned into cash over a period of time.  Just like your new car though, each year your accountant is going to take some part of this half million dollars and subtract it from your profits before he or she arrives at your bottom line net income.  Since this number is an adjustment made on paper, just like depreciation, adding it back gives a better picture of the amount of cash flowing through your business.

In sum, each of these components of EBITDA combine to create a clearer picture of your company’s true value to potential buyers, and is therefore something buyers are particularly interested in.  In order to understand Adjustments to EBITDA please see my coworker Austin Pakola’s piece on adjustments to EBIDA.

Author:
Patrick Seaworth
Analyst
Benchmark International

T:   +1 (512) 861 3314 
E: Seaworth@benchmarkcorporate.com

READ MORE >>

A Seller’s Guide to a Successful Mergers & Acquisitions Process

The Mergers and Acquisitions (M&A) process is exhausting. For most sellers, it’s a one-time experience like no other and a marathon business event. When done well, the process begins far in advance of the daunting “due diligence” phase and ends well beyond deal completion. This Seller’s guide summarizes key, and often overlooked, steps in a successful M&A process.

Phase I: Preparation – Tidy Up and Create Your Dream Team.

Of course, our own kids are the best and brightest, and bring us great pride and joy. Business owners tend to be just as proud of the company they’ve built, the success of their creation, and the uniqueness of their offering. Sometimes this can cloud an objective view of opportunities for improvement that will drive incremental value in a M&A transaction.

For starters, sellers must ensure that company financial statements are in order. Few things scare off buyers or devalue a business more than sloppy financials. A buyer’s Quality of Earnings review during due diligence is the wrong time to identify common issues such as inconsistent application of the matching principle, classifying costs as capital vs. expense, improper accrual accounting, or unsubstantiated entries. In addition, the ability to quickly produce detailed reports – income statement; balance sheet; supplier, customer, product, and service line details; aging reports; certificates and licenses; and cost details – will not only drive up buyer confidence and valuations, but also streamline the overall process.

Key in accomplishing the items above as well as a successful transaction is having the right team in place. Customarily, this doesn’t involve a seller’s internal team as much as his or her outside trusted advisors and subject matter experts. These include a great CFO or accountant, a sell-side M&A broker, a M&A attorney, and a tax and wealth manager. There are countless stories of disappointed sellers who regretted consummating a less-than-favorable transaction after “doing it on their own.” The fees paid to these outside subject matter experts is generally a small part of the overall transaction value and pays for itself in transaction efficiency and improved deal economics.

Phase II: On Market – Sell It!

At this stage, sellers that have enlisted the help of a good M&A broker have few concerns. The best M&A advisors are very hands on and will manage a robust process that includes the creation of world class marketing materials, outreach breadth and depth, access to effective buyers, client preparation, and ongoing education and updates. The seller’s focus is, well, selling! With their advisor’s guidance, a ready seller has prepared in advance for calls and site visits. This includes thinking through the tough questions from buyers, rehearsing their pitch, articulating simple and clear messages regarding the company’s unique value propositions, tailoring growth ideas to suit different types of buyers, and readying the property to be “shown.”

Most importantly, sellers need to ensure their business delivers excellent financial performance during this time, another certain make-or-break criterion for a strong valuation and deal completion. In fact, many purchase price values are tied directly to the company’s trailing 12-month (TTM) performance at or near the time of close. For a seller, it can feel like having two full time jobs, simultaneously managing record company results and the M&A process, which is precisely why sellers should have a quality M&A broker by their side. During the sale process, which usually takes at least several months, valuations are directly impacted, up or down, based on the company’s TTM performance. And, given that valuations are typically based on a multiple of earnings, each dollar change in company earnings can have a 5 or 10 dollar change in valuation. At a minimum, sellers should run their business in the “normal course”, as if they weren’t contemplating a sale. The best outcomes are achieved when company performance is strong and sellers sprint through the finish line.

Phase III: Due Diligence – Time Kills Deals!

Once an offer is received, successfully negotiated with the help of an advisor, and accepted, due diligence begins. While the bulk of the cost for this phase is borne by the buyer, the effort is equally shared by both sides. It’s best to think of this phase as a series of sprints and remember the all-important M&A adage, “time kills deals!” Time kills deals because it introduces risk: business performance risk, buyer financing, budget, or portfolio risk, market risk, customer demand and supplier performance risks, litigation risk, employee retention risk, and so on. Once an offer is received and both sides wish to consummate a transaction, it especially behooves the seller to speed through this process as quickly as possible and avoid becoming a statistic in failed M&A deals.

The first sprint involves populating a virtual data room with the requested data, reports, and files that a buyer needs in order to conduct due diligence. The data request can seem daunting and may include over 100 items. Preparation in the first phase will come in handy here, as will assistance from the seller’s support team. The M&A broker is especially key in supporting, managing, and prioritizing items for the data room – based on the buyer’s due diligence sequence – and keeping all parties aligned and on track.

The second sprint requires excellent responsiveness by the seller. As the buyer reviews data and conducts analysis, questions will arise. Immediately addressing these questions keeps the process on track and avoids raising concerns. This phase likely also includes site visits by the buyer and third parties for on-site financial and environmental reviews, and property appraisals. They should be scheduled and completed without delay.

The third and final due diligence sprint involves negotiating the final purchase contract and supporting schedules, exhibits, and agreements; also known as “turning documents.” The seller’s M&A attorney is key in this phase. This is not the time for a generalist attorney or one that specializes in litigation, patent law, family law, or corporate law, or happens to be a friend of the family. Skilled M&A attorneys, like medical specialists, specialize in successfully completing M&A transactions on behalf of their clients. Their familiarity with M&A contracts and supporting documents, market norms, and skill in selecting and negotiating the right deal points, is the best insurance for a seller seeking a clean transaction with lasting success.

Phase IV: Post Sale – You’ve Got One Shot.

Whether a seller’s passion post-sale is continuing to grow the business, retire, travel, support charity, or a combination of these, once again, preparation is key. Unfortunately, many sellers don’t think about wealth management soon enough. A wealth advisor can and should provide input throughout the M&A process. Up front, they can assist in determining valuations needed to achieve the seller’s long-term goals. When negotiating offers and during due diligence, they encourage deal structures that optimize the seller’s cash flow and tax position. And post-close, sellers will greatly benefit from wealth management strategies, cash flow optimization, wealth transfer, investment strategies, and strategic philanthropy. Proper planning for post-sale success must start early and it takes time; and, it’s critical to have the right team of experienced professionals in place.

The M&A process is complex, it usually has huge implications for a seller and his or her company and family, and most sellers will only experience it once in a lifetime. Preparing in advance, building and leveraging the expertise of a dream team, and acting with a sense of urgency throughout the process will minimize risk, maximize the probability of a successful M&A transaction, and contribute to the seller’s success and satisfaction long after the
deal closes.

Author:
Leo VanderSchuur
Transaction Director
Benchmark International

T:   +1 (813) 387 6044
E: VanderSchuur@benchmarkcorporate.com

READ MORE >>

Benchmark International successfully facilitated the sale of Landtec Services, LLC., to RW Construction Services LLC DBA ERW Site Solutions (ERW)

Benchmark International has successfully facilitated the sale of Landtec Services, LLC., to RW Construction Services LLC DBA ERW Site Solutions (ERW).

Landtec Services, LLC., is an Austin, Texas-based business that provides commercial landscaping services to the Central Texas market. It provides a turn-key solution that includes the installation of landscape, irrigation, hardscape and retaining walls, and property maintenance.

ERW Site Solutions (ERW) specializes in building retaining walls and providing job site services such as fine grading, hardscapes, monuments, job site cleanup, and slope protection & erosion control. ERW offers unmatched quality of service at prices other subcontractors can rarely beat while utilizing state of the art equipment and technology.

 

Ready to explore your exit and growth options?

 

In reference to the transaction, Brandon Parish, Managing Member and Partner of Landtec Services LLC., explained his experience with Benchmark International, “I was recommended to Benchmark International by a fellow peer in the industry. He spoke highly of Benchmark’s team. My experience with Benchmark far surpassed any expectations. I truly felt like they understood what my goals were and they were relentless in their approach to get a deal done. Larry Quinn, Partner of Landtec Services, LLC., mentioned that “Benchmark International team knew from the beginning that we had unique goals; they carefully crafted a strategy that would allow Brandon and I to achieve them.”

Transaction Director, Luis Vinals, added, “Brandon and Larry were excellent to work with. Benchmark International’s Austin team enjoyed working with Brandon and Larry and found a deal that was ideal for them. This deal reflects Benchmark’s dynamic market position and negotiation prowess as both of our clients had naturally opposing goals. Brandon was looking for a transition and growth deal with a value added acquirer. On the other hand, Larry, wanted a shorter transition period for his eventual exit. The Austin team did a formidable job at negotiating a deal that would fit both of these objectives. From day one, our clients collaborated with us which paved the way for our proven model to forge a deal that would meet their needs.

READ MORE >>

Take some chips off the Table with an Elevator Deal

Many business owners come to a point where they are ready to “take some chips off the table,” and continue to run their business on a day to day basis while cashing in on some of their hard-earned growth.  In these deals a business owner sells equity in the company while staying on and maintaining a salary.  These deals are known as elevator deals.  An elevator deal consists of a buyer taking a stake in the business for an agreed amount of cash while leaving day to day management to the current owner.

Perhaps your children have reached college age and you now have tuition bills coming in twice a year. Perhaps you’re not quite ready to retire, but would like to cash-in on some of your business’ current market value, and invest that money in your retirement fund.  Or, perhaps you’re simply ready to take some chips off the table while continuing to earn a salary.  In these cases, an elevator deal would be the right fit for you.

Elevator Deals include the owner selling part of their business in exchange for partial ownership. In this manner of exchange, the business owner(s) will maintain a minority equity stake in their company, while new ownership takes on the majority position.  These deals often include prior owners staying on, working on their business in a day-to-day capacity, while earning a salary, with a percentage of the business’ bottom line passing through to new ownership.  In some cases, owners are able to step outside of their prior managerial roles while maintaining a stake in the company and its profits. 

The goal for new investors is to grow the business and the value of their stake in the company. These owners may have the goal of a resale several years down the road, and growing your business and its place in your community, be it regional or national, just as you have done is their goal. In maintaining the high standard you have set for the quality of your products or services, equity investors are growing the value of their investment.

Many business owners worry about selling part or most of their company.  They worry that the buyer’s intent is to take as much cash out of the business as possible and leave prior owners, those people who built the business from scratch, with a company they love left in tatters.  Benchmark International will secure equity investors in your business are the right fit.  Ensuring that they intend to increase the value of your company while maintaining its true identity.

In engaging Benchmark International, our team will diligently craft marketing materials to accurately reflect your business to the market.  Once you approve of those marketing materials, our transaction team will take over and begin marketing your company to potential investors.  At this point, many business owners begin to feel as though they are pressured to sell to individuals who don’t understand the heart and values of their company.  Benchmark International will work tirelessly to ensure you never feel those emotions.  We will work for you until we find the right fit, in order to ensure that as you continue to manage your company you’re not hand-tied to investors who are simply concerned with how much they can take out of your business’ profits each year.

If you are interested in selling a portion of your business to help grow your company while maintaining a portion of your business, please reach out to us and let us help you take the
next step.

READ MORE >>

Benchmark International has Successfully Facilitated the Acquisition of Mainplace Limited to Aquatronic Group Management PLC

Benchmark International is delighted to announce the sale of Southampton-based electromechanical engineer Mainplace, to Aquatronic Group Management (AGM).

Mainplace specialises in the distribution, installation and servicing of pumping equipment for a variety of clients operating in the commercial, industrial and retail sectors.

Do you have an exit or growth strategy in place?

AGM, a group of electromechanical engineering companies, comprises Aquatech Pressmain, Acorn, A & R Engineering, ESIS, PSI Inspection services, O.S. Locke, Renzland Powergates and Warmac. Together, the group of companies manufacture and maintain water booster and pressurisation equipment.

The acquisition enables AGM to improve its coverage in the South of England and expand into the South West. As well, AGM has scope to grow the business, fitting with its current strategy.

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

READ MORE >>

Benchmark International Has Successfully Facilitated the Sale Between West Sands Advisory Limited and Sibylline Limited

Benchmark International is delighted to announce the sale of West Sands Advisory to Sibylline.

Established in 2006, West Sands Advisory is a strategic intelligence and advisory firm that helps clients confidently navigate complex markets and commercial situations. It is a leading supplier of market entry, expansion and risk mitigation services with a particular focus on understanding and communicating the connection between politics, crime and business in emerging markets.

The company is an ideal partner to Sibylline, as a strategic risk and threat advisory firm that supports businesses, governments and NGOs through high quality risk and due diligence services. West Sands Advisory, therefore, adds significant expertise to Sibylline’s operations, as well as helps to increase its core geopolitical insight through its expanded and highly connected global network.

 

Ready to explore your exit and growth options?

West Sands Advisory’s former CEO, Tamara Makarenko, has become Head of Investigations at Sibylline, whilst West Sands Advisory’s employees have been integrated into Sibylline’s seven existing teams.

Benchmark International would like to thank all parties involved and we wish them all the very best of luck for the future.

READ MORE >>
1 2
»

    Subscribe to Email Updates

    Recent Posts

    Follow Us on Twitter

    Archive

    see all