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Can you Fund M&A With Cryptocurrency?

What is Cryptocurrency?

It seems like everyone is talking about it, but what exactly is cryptocurrency, or crypto? It is a digital payment method that is exchanged online to pay for goods and services. Crypto uses blockchain, which is a highly secure, ledger technology that is spread between multiple computer systems that manage and record transactions. As of now, bitcoin (BTC) is the most popular digital token network, followed by ethereum (ETH). They are both decentralized, meaning that they are not issued or regulated by a central banking authority. In 2020, Bitcoin beat the investment returns of gold and the S&P 500.

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Benchmark International Successfully Facilitated the Transaction Between Meshh Ltd and Limelight Platforms Inc

Benchmark International is pleased to announce the transaction between London-based Meshh and Toronto-based Limelight Platforms.

Meshh was established in 2017 and operates with nine employees from offices in London, New York and Sydney. It is an award-winning location intelligence specialist that measures engagement and interaction in physical spaces to help clients learn how their customers behave in real-world environments.

Limelight is a SaaS platform that helps global brands deliver memorable consumer experiences and measure the impact of their experiential marketing.

Do you have an exit or growth strategy in place?

The acquisition allows Limelight to grow its data insights division and to serve clients in Europe and beyond. Leadership from both organizations believe the partnership will accelerate organic portfolio growth with clients in the sports, retail, automotive, advertising, commercial property, and events and exhibitions industries.

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Benchmark International Successfully Facilitated the Transaction Between Design Environments and Boston Trade Interior Solutions

Benchmark International is pleased to announce the transaction between Marietta, Georgia-based Design Environments, and Boston Trade Interior Solutions, with offices in Boston, Chicago, and San Francisco.

Design Environments is a nationally renowned interior design firm specializing in the interior architecture and merchandising of model homes, clubhouses, and amenity/sales facilities throughout the United States. The company was founded in 1991 by CEO Donna DeLuca, who has grown the firm into a national leader in delivering high-quality design services.

Regarding the transaction, Ms. DeLuca stated, “The whole Design Environments team is very excited about the opportunities this combination presents. We strongly believe that Boston Trade will make a great partner in our continued growth and expansion.”

 

Ready to explore your exit and growth options?

 

Acquirer Boston Trade is a national leader in renovation, conversion, and new-build projects for the hotel and hospitality industry. The company’s focus on design-forward interior environments that exceed their clients’ economic, aesthetic, and functional requirements aligns perfectly with Design Environments’ long track record of service excellence to similar client sets.

The acquisition is backed by Blackford Capital of Grand Rapids, Michigan, a leading private equity firm in the lower middle market with over $650 million in transaction value and 35 acquisitions at the time of the Design Environments acquisition.

Boston Trade CEO Greg Kadens remarked, “We are thrilled to add such a prestigious and well-respected company to our portfolio. Design Environments is so well run that we can immediately focus on the opportunities created by combining it with our hotel interior design and procurement business. Donna’s leadership throughout the years has brought the company to this point, and we look forward to continuing to work with her as we strive to provide industry-leading services and solutions to our clients.”

This transaction reflects the power of Benchmark’s International’s proprietary “Fingerprint” process, which focuses on each client's unique value proposition when going to market. Regarding the Design Environments transaction, Benchmark International Transaction Director William Sullivan stated, “Our client’s goals and values were highly aligned with the buyer we sourced for them. From the leadership tier of the acquiring firm to the fund partners backing the deal, a shared vision was clear from the start. We are very proud of the role that Benchmark International played in the process.”

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HVAC: A Consolidating Market

When financial buyers think of HVAC contractors, they see an industry ripe for consolidation. The trend of HVAC consolidation started a few years ago and has not slowed down.

Throughout the United States, there are thousands of independent HVAC contractors. Financial buyers, such as private equity, see the opportunity to consolidate the independent firms to create a regional or national presence. The market is roughly a $20 billion industry that is fairly recession proof, especially throughout warmer states, such as Texas and Florida.

Private equity seeks opportunities to expand businesses through acquisition and organic growth. Once they have a foothold in the industry, they can add related services, such as plumbing services, to the roll-up strategy.

HVAC consolidations tend to be in high demand in markets that have a need for the services. Some focus on new construction, while others focus on servicing existing units that can be viewed as a recurring revenue model. The competition in the local market is key when an acquirer is looking at an acquisition. Is the HVAC target company a big fish in a small pond, or vice versa? What is the growth potential within the market? Cities and towns that are growing tend to be more attractive.

 

Ready to explore your exit and growth options?

 

Additionally, HVAC contractors might specialize in commercial or residential services. Depending on the roll-up strategy, the acquirers might have different goals on what they are looking for in the consolidation.

The consolidation allows for a larger firm to take advantage of perks that a smaller firm might not have access to due to size or cost prohibition. For example, the roll-up might be able to build out software and accounting systems to help increase the efficiencies of the company or recruit top executives to add a level of professionalism to the company.

Having this type of option within the market allows for the seller to have options about their company’s next phase. Having a larger, growing firm complete the acquisition allows the seller and the company’s employees opportunities that the selling firm could not achieve on its own. The seller may stay on post-closing in a different capacity or retire and allow employees to step into the management role. In any case, mergers and acquisitions can be an ideal solution for companies in the HVAC sector.

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What To Look For When Choosing An M&A Advisor

Selling your business is a paramount moment in your life. It’s something you absolutely want to get right so that you can extract the most value out of the deal—and so that you are protected from being swindled by a savvy buyer. It also takes a great deal of time and energy to sell a company, which can be rather difficult to spare when you are trying to focus on running a business. Most people simply do not have this time, energy, connections, or expertise that is required to put their company on the market. This is where the importance of an experienced M&A advisor comes in. By partnering with an M&A expert, they handle all the details of a deal, including due diligence, negotiations, marketing, vetting, and ensuring that you get the most value for your business. They also know how to navigate bumps in the process, and manage the expectations of all parties involved.

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Benchmark International Successfully Facilitated the Transaction Between WHS Homes and Jamaica Cottage Shop

Benchmark International is pleased to announce the transaction between Londonderry, VT-based Jamaica Cottage Shop (JCS) and WHS Homes of Claremont, NH.

Jamaica Cottage Shop has been in operation since 1995 and is a builder of sheds and small homes. WHS Homes, which builds an array of home types under multiple brands, adds a key piece to its diversified set of homebuilding options through the acquisition of Jamaica’s smaller-signature capabilities.

“With the current demand coming out of the pandemic, the company is in a very good place, so it was very strategic to pull the trigger in 2021,” said JCS founder Domenic Mangano.

 

Ready to explore your exit and growth options?

 

At the time of the closing, JCS was producing 2,000 buildings a year - most of which are used as cabins, cottages, and storage. In addition, the company sells kits and fully assembled homes and structures. JCS experienced buoyed results due to home purchasing dynamics fueled by Covid-19 during 2020 and 2021 and sought a strategic partnership to grow off a strong basis.

JCS staff and current leadership will continue to play key roles post-integration, helping to drive the company’s growth under a new set of opportunities moving forward.

“JCS is a key segment operator in a market that has experienced a significant boom during the last year and a half,” according to Benchmark International’s Transaction Director William Sullivan. “We knew now was the time to make this great match in a growing niche market. We believe that both the buyer and seller will benefit tremendously from this combination, and we’re very pleased to have played a key role in that process.”

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Benchmark International Successfully Facilitated the Transaction Between RGM Vent Limited and Foresight Group

Benchmark International is pleased to announce that County Antrim ventilation systems installer, RGM Vent, has secured £3.35 million investment from private equity firm, Foresight.

The funding is a co-investment between the Foresight Scottish Growth Fund and the Northern Ireland Opportunities Fund II, also managed by Foresight.

RGM Vent was established in 2010 and offers bespoke ductwork design and installation services to a broad customer base across the UK and Ireland, with the company completing work of prominent infrastructure developments including WuXi Pharmaceutical (Dundalk), University of Ulster (Belfast), Hampton by Hilton (Edinburgh) and Longwater Office Development (Reading). The company has experienced a significant period of growth over the last five years and now employs 75 staff.

Part of the company’s growth has seen it purchase Advanced Ventilation Systems, which focuses on the smoke, heat and exhaust ventilation market, and NSK Sheet Metal, which specialises in fabrication and manufacturing of ductwork.

Foresight is an award-winning listed infrastructure and private equity investment manager which has been managing investment funds on behalf of institutions and retail clients for more than 35 years. Foresight’s private equity team, comprising over 30 investment professionals, manages c£700 million in a portfolio of more than 100 companies.

Interested in private equity investment?

Leveraging Foresight’s support, RGM Vent is now well primed to implement its growth strategy across the UK and Ireland.

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Kendall Stafford Named Best Mid-Market Financial Services Business Leader 2021

Benchmark International proudly announces that our Managing Partner Kendall Stafford, from our Texas office, has been named Best Mid-Market Financial Services Business Leader 2021 by the 2021 Influential Businesswoman Awards, hosted by Acquisition International.

The winners' selection is made using careful analysis of the panel's final shortlist, as well as anything else that their internal research team learned while doing their online and public due diligence. In addition, the nominee must demonstrate a high level of excellence and work ethic within their chosen field, with their dedication to innovation, commitment, and business development taken into account.

The awards are based solely on merit and not the number of votes that a nominee receives or their financial stature, offering a level playing field for individuals to showcase their talents and achievements.

The Benchmark International team congratulates Kendall on this well-earned commendation, as this isn't the first time she has been recognized as one of the best in the business. "This award confirms everything that we already know about Kendall—that she is a true leader with a unique vision that helps to keep our firm on our trajectory of success and innovation," said Global CEO Gregory Jackson.

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EBITDA Adjustments for a Related Party Rent Expense

It is quite common in privately-held businesses for one or more of the owners of the client company to also own the real estate that the company occupies. That real estate may be in the name of the owner individually, or in name of another company (LLC, partnership, or corporation). In nearly every instance where the owner of the real estate is not an individual, such owner will be a pass-through entity (i.e., a subchapter S corporation, a partnership, or a trust). The company will lease the real property from the related party and recognize rent expense on the income statement. There may or may not be a formal, documented lease.  Generally, these leases are triple net, meaning the tenant company pays all the maintenance costs, the insurance, and the taxes for the property. 

There are several advantages for owners to hold their real estate outside of their operating business.

  •  It provides an avenue for additional income to flow to the owner without the necessity of paying payroll taxes.
  •  If the owners have other real estate holdings, they can use excessive rents to generate passive income to offset passive losses from other holdings.
  •  It allows the owners to separate the operating activities of their business from the real estate holdings in the event of a sale. 

For business valuation purposes, we need to consider the effect of these related party leases that were not negotiated at arm's length. The lease rate may be more or less than the market. If the business is struggling, the lease may be below market. If the business is performing well, the rent will be above the market. For calculating an adjusted EBITDA, we should calculate an adjustment based on the difference between market rates and the related party lease rate. If the lease rate is below market, we have a deduction from book EBITDA. Conversely, if the lease is above market, we have an addition to book EBITDA. 

 

Ready to explore your exit and growth options?

 

In calculating the adjustment, it is necessary to make a determination of what the market rent would be. In doing so, we must look at comparable properties in the area around the client’s property and find what the going lease rates are. LoopNet.com provides a relatively good comparison of properties that are on the market with asking prices. It is important to understand the characteristics of the building that the client is occupying and if there are any special use considerations. For example, a prospective client operates a precision CNC machine shop in Southern California in a 22,000 square foot building in an industrial area with a zoning of light industrial. They have about 16,900 square feet of outside space for parking and storage. Since they are operating CNC and heat-treating equipment, they need at least 1,000 amps of 3 phase power coming into the building. A comparable building, then, has these characteristics.  Comparing this property to Class A office space is not a good comparison.

Note: Some special purpose buildings can have characteristics that are hard to match in the market. In that case, we must estimate the additional costs associated with what makes the building unique. 

Pictured is a Loopnet.com example of a property search in Gardena, CA for industrial properties to lease in the 15,000 to 25,000 square foot range under $15 per foot. It indicates that there are several parcels that are comparable.

To continue the example, the prospective client company leases the real estate from a separate entity owned 100% by the sole shareholder for $60,650 per month. The asking price for comparable properties in the area is approximately $12.50 per foot. As such, the market rent for a 22,000 square foot facility would be $275,000 per year. In looking further at just land, the lease rate is about $7.20 per foot or another $123,708 per year. The total annual market rent for this site would be $398,708 compared to the actual lease rate of $602,461. In this case, we have a positive adjustment to book EBITDA of $203,753 per year.

Since the company in this example is paying the actual costs of the insurance and taxes, there is no need to make an adjustment for that. However, if the company is a tenant in a multi-tenant building owned by the same owner of the company, the comparison of the rent is the same, but there is a potential for the business to be paying all the taxes, insurance, and maintenance for the property, which would require additional adjustments.

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Post-Merger Integration Tips

Growth through acquisition is an excellent way to enhance and complement the growth trajectory of your business. But bringing companies together is about more than just increasing market share and profits. There are employees involved that can feel a range of emotions from excitement to anger to anxiousness about their future. Important decisions must be made when you are integrating people and teams. After all, while the project of closing the deal has come to an end, the process of operating, integrating and onboarding the business is just beginning for the buyer. Now is the time for the buyer to deliver on the intended results of the acquisition, and there are some important tips to keep in mind.

First, it’s always a smart idea to begin integration before the deal is formally announced. While due diligence will provide you with pertinent information about contracts, finances, customers, etc., the post-merger integration involves choices that should be made before a deal is closed. Managing and clearly defining post-merger integration is one of the most important factors to the transaction in the long run, as this will determine whether the deal will be a failure or a success. The planning should start months before the closing is even announced, and a team should be put in place to handle the intricacies of integrating the companies.

Each M&A deal is different due to unique challenges, business needs, and cultural benefits. In order to handle all of these differences, it is best for companies to institute a set of success factors that will pilot the post-merger integration. There are common success factors that mark most M&A deals that include retention, maintaining customer focus, ensuring stability, integrating cultures, employee communication, mission-critical systems, and aligning strategy and processes. How these points are addressed can define the deal’s success.

 

Ready to explore your exit and growth options?

 

When putting together the Integration Team, it is essential to choose highly motivated and proficient employees from both companies. Working on this team will require an immense amount of effort from the acquired business, resulting in an extremely large workload. Keep a close eye on this team and watch for signs of fatigue in order to minimize the risk of losing key talent. Identifying future roles for these team members in advance is a good idea. It is not uncommon for integration to fail because no future plan was put in place for the employees that were selected for the team.

The integration structure should be divided into serviceable categories such as Service, Legal, Finance, Manufacturing, Human Resources, Information, and Technology. The specialists assigned to each area should be tasked with defining and performing tasks that are within their area of expertise. The integration plan must be clear and accountability must be set for each task, along with specific timelines in order to be successful. This will help to ensure that the integration runs in a clear, well-ordered manner. Certain cross-functional categories will need input from multi-disciplinary teams in order to capture positive results.

Finally, the more the integration team overlaps with the due diligence team, the higher the chances are for open lines of communication, collaboration, and faster synergy realization. Making changes to a newly acquired business will require attention to detail, focus, and exemplary organization. While an effective post-merger integration will not guarantee the business’s success, a properly developed plan absolutely enhances the probability of a successful merger of the two companies.

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Benchmark International Successfully Facilitated the Transaction Between Ratliff Hardscape and ERW Site Solutions

ERW Site Solutions (an RW Assets, Inc. company) announced the acquisition of Ratliff Hardscape, LTD.

Ratliff Hardscape is a well-established hardscape construction company with a long-standing history of providing various services for civil and hardscape projects. These projects include single-family, multi-family, commercial, municipal, state, and oil & gas projects. Their turn-key solutions include budget and time management, self-performed concrete and masonry, construction management, and quality assurance.

Booder McWhorter will continue operating Ratliff Hardscape as Chief Operating Officer and President along with the entire Ratliff team to continue to provide quality services to their customers.

RW Assets, Inc is an infrastructure construction holding company. It owns ERW Site Solutions, a retaining wall and site service company; LandTec, a landscape, and irrigation company; and DesignBuild Consulting Services, an engineering firm.

 

Ready to explore your exit and growth options?

 

Randy O’Neal, Chief Operating Office of RW Assets, commented in the company’s press release, “This acquisition will further RW Assets’ market penetration from retaining walls, landscape and irrigation, engineering services and site services, into hardscape solutions such as screen walls, monuments, concrete solutions, such as sidewalks, patios, and other flat works. With the addition of Ratliff Hardscape, this aggregation will strengthen the brands of ERW Site Solutions, LandTec, and DesignBuild Consulting Services through the synergism created across the various product lines that are offered to our customers. Ultimately, we are now able to offer an array of products with an increased scope to better deliver our customers’ projects on time and on budget. The management team RWA has built over the last 5 years includes one hundred years of experience doing subcontracting and general contracting work across Texas and Southeastern United States.”

Kendall Stafford, Managing Partner at Benchmark International commented, “We are excited for ERW Site Solutions’ acquisition of Ratliff Hardscape. It appeared that the two companies share similar views in their visions and philosophies. We look forward to what the future has in store for the entities and wish them the best of luck with integration.”

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Benchmark International Successfully Facilitated the Transaction Between Firebox.com PLC and MH Direkt E-Commerce & Fulfillment GmbH & Co

Benchmark International is pleased to announce the acquisition of London-based Firebox by Austrian-based MH Direkt.

Established in 1998, Firebox.com is an online retailer of unusual gifts, games, gadgets, and food & drink goods. Launched on the back of its incredibly successful invention; the ‘shot glass chess set’, Firebox was one of the first UK e-commerce success stories.

MH Direkt is a one-stop provider for the e-commerce sector and works with a number of online retailers. It owns European gift sites Radbag, Troppotogo and CadeauxFolies.

Do you have an exit or growth strategy in place?

The acquisition of Firebox is an important milestone in the growth strategy of MH Direkt as it looks to develop in the UK, with Firebox providing the opportunity to build up local warehouse and fulfilment capabilities. 

Post-acquisition, both shops will operate separately, but work closely together in terms of marketing and product development.

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Benchmark International Successfully Facilitated the Transaction Between Retreat Homes and Lodges Limited and ABI (UK) Limited

Benchmark International is pleased to announce the transaction between Retreat Homes and Lodges (‘Retreat’) and ABI (UK) (‘ABI’).

Established in 2004, Retreat manufactures timber-framed bespoke lodges from its manufacturing base on the edge of the Lake District. The company predominantly provides to the UK lodge and caravan park industry, as well as to private clients, schools, golf courses, and country houses and estates.

ABI is a premium caravan and luxury lodge manufacturer, building hand-crafted holiday homes for over 40 years from its factory in Beverley, East Yorkshire, supporting many of the UK’s most well-known holiday resorts. The acquisition allows the company to enter a new market by adding Retreat’s bespoke manufacturing capability to its repertoire.

Ready to explore your exit and growth options?

For Retreat, joining ABI will provide the support and investment to allow the team, led by managing director Alan Rooke, to continue the development of the business, which has become synonymous with luxury bespoke lodges.

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Benchmark International Facilitated the Simultaneous Transactions of PBSL Group Limited and Securi-Flex Ltd to an MBI Candidate Backed by Chiltern Capital

Benchmark International is pleased to announce the simultaneous acquisitions of PBSL Group and Securi-Flex by an MBI candidate, backed by private equity firm, Chiltern Capital.

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Benchmark International Successfully Facilitated the Transaction Between The Fox Consulting Group, Inc and SIB Fixed Cost Reduction

Benchmark International facilitated the transaction of The Fox Consulting Group, Inc to SIB Fixed Cost Reduction.

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Why Leveraged Buyouts Are Making A Huge Comeback

The last time we saw leveraged buyouts (LBOs) occur with such frenzied speed and spending, it was during the years of 2006 and 2007, right before the financial crisis of 2008. As we recover from the COVID-19 pandemic, interest rates remain low, and many business owners forced into survival mode are seeking exit opportunities. Plus, private equity firms are more than ready to spend the record levels of cash on which they have been sitting for quite some time.

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Why Lower Middle-Market Companies are Attractive to Buyers

The lower middle market encompasses some of the most diverse selection of companies available to buyers, from “Mom & Pop” service shops to highly innovative technology firms paving the way for disruptive change at the highest levels. For this reason, lower middle-market companies have been the backbone of the U.S. economy from the very beginning—and remain so to this day. The value that these companies bring does not go unnoticed by the broader market, making this segment a high-activity space for engaged buyers and sellers. And motivated buyers are adept at spotting value, providing opportunities for well-informed sellers to maximize value on their exit.

Many companies at this end of the market operate in highly fragmented industries. From HVAC equipment providers and servicers to pool maintenance and other small businesses, you can see this fragmentation simply by driving around any local geography. When an industry is highly fragmented—and also highly profitable—it creates a “sweet spot” for both strategic and financial buyers. Private equity strategies, for example, will often follow a formula of buying a larger “platform company” then searching the lower middle market for smaller “bolt-on” acquisitions to grow the company from there. The strategy is often referred to as a “roll-up.” If done correctly, it can bring large returns for both the acquired company and the buyer. Strategic buyers (firms already operating in the same industry as the acquisition target) often regard M&A in this end of the market as a better way to grow market share versus slow and costly organic expansion.

 

Ready to explore your exit and growth options?

 

Business owners and managers in the lower middle market are often looking to exit for retirement purposes. This reality can be advantageous for both buyers and sellers. Oftentimes, there is no succession plan in place heading into the retirement/exit decision and process. Many small businesses do not have a large chain of top executives that make a transition easy, and handing the business over to their children is often not a realistic option either. In other circumstances, the notion of selling the business comes up suddenly as a response to situations like health problems or other personal “black swan” events. In all circumstances, the right buyer—be they financial (private equity) or strategic—presents lucrative solutions that provide for the off-ramp and transition that ownership is seeking.

As such, there has been a large increase in demand for companies at this end of the market, as well as a corresponding awakening of ownership to recognize and test the benefits of a sale process. Investors are sitting on an ever-growing pool of capital that they are looking to deploy, seeking returns they cannot get elsewhere. The lower middle market allows investors of all stripes to purchase assets with relatively low debt (and, therefore, risk) compared to much larger companies. Additionally, the COVID-19 pandemic impact cannot be ignored when selling your business. COVID has hurt and even crippled a lot of businesses at the smaller end of the market. It also put an elongated pause in the mergers and acquisitions process. These two factors have led to pumped-up demand and lower supply, driving to significant increases in activity and deal volumes as the economy begins to pick up again.

When the time comes, business owners need to be ready to act quickly on sale opportunities. There are a lot of factors that go into selling your business. There will be different types of individuals and entities that come through to inquire about the potential acquisition of your company. While it might be tempting to jump at the first offer that comes, it is better to get a sound understanding of the wider market, and where the highest synergies/motivations (and therefore, the best valuations) can be found. There are always more opportunities to transact than one might think, and there are potential buyers out there for any type of company. The process of finding the right buyer always takes some “travel time”—with some speed bumps along the way—but a sound process that is run correctly can bring windfalls that will certainly justify the effort.

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Benchmark International Successfully Facilitated the Transaction Between an Undisclosed Client and Patrol Protect Secure, Inc.

Benchmark International is pleased to announce that their client, a vehicle patrol security company in select neighborhoods to both residential and commercial properties on the West Coast, sold to Patrol Protect Secure, Inc (PPS).

  • The acquisition was PPS’s fourth investment in the U.S. security industry. The value of this addition to PPS includes:
  • Partnering with a long-tenured, energetic management team will be a force multiplier for the PPS team.
  • Expanding the geographic footprint to include the West Coast market.
  • The company’s vehicle patrol services are staffed by off-duty law enforcement officers, a segment of the security market where we have had much success, driven by market demand and the desire to staff armed functions with highly-trained law enforcement officers.
  • The partnership provided ongoing leadership roles and opportunities for its management team while allowing one of the leaders to take a step back and transition into a part-time role, consistent with his goals.

PPS is backed by Sunlake Capital LLC and Mangrove Equity Partners. Despite challenges presented by COVID-19, Mangrove and Sunlake Capital worked closely with this add-on and Benchmark International’s transaction team to close the transaction with a straightforward structure.

 

Ready to explore your exit and growth options?

 

Sunlake Capital LLC is a private investment firm focused on flexible, long-term investments in family and entrepreneur-owned companies with a sustainable competitive advantage. With diverse capital relationships, Sunlake is able to devote its resources to the operations and strategy of its portfolio of businesses. The firm further differentiates itself through its long-term investment style, unique management partnership approach, and focus on industries and situations often under-served by the private equity community.

Mangrove Equity Partners is a private equity fund in the lower middle market that leverages its extensive experience creating solutions and getting deals done. Mangrove’s four-person internal operating team allows them to work through the complexity and help the owner/operators build enduring value. Mangrove has completed 140+ deals in 60+ industries.

Kendall Stafford, Benchmark International Managing Partner, commented, “We are very excited for our client and the team at PPS, Sunlake Capital, and Mangrove Equity. Based on our client’s goals and the buyer’s position in the market, our team anticipated that there could be a strong fit between the various companies. We discussed the acquisition with the acquirers before going back. Once we went to market and our client had additional options for potential acquirers, it was clear that the cultural fit between the parties and the deal being offered was a great solution for our client.”

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Benchmark International Successfully Facilitated the Transaction Between Talema Group, LLC and KAMIC Group AB

KAMIC Group AB has acquired all the shares in Talema Group LLC (“Talema”). Talema is a leading manufacturer of magnetic components such as transformers, toroids, inductors, and chokes with associated design work. The majority of components are developed specifically for bespoke customer applications, but standard components are also offered. The company’s customers are across a broad spectrum of sectors where the most important include logistics and warehousing, freight and transport, audio, and renewable energy.

Talema was founded in 1975 and has its registered office in the USA, but operational management is based at the head office in Donegal in northwest Ireland. The company has its own production facilities in the Czech Republic and India. Sales are conducted through own sales offices in the USA, Germany, Czech, India, and Ireland as well as a global network of agents and distributors. Talema has approximately 750 employees and annual sales of about EUR 12 million.

Former part-owner and President of Talema, Madison “Mac” Daily, commented, “We were a very unique family-run company: five companies in five countries on three continents. We had a potential buyer but needed expertise and guidance through the process of executing the sale. Tyrus O’Neill of Benchmark International provided the methodology, experience, and support needed to guide us successfully to completion. Without Tyrus’ assistance, I cannot imagine how we could have possibly finished the sale in such a strong position.”

 

Ready to explore your exit and growth options?

 

KAMIC Group (www.kamicgroup.com) is a corporate group consisting of 40 companies active in both trade and manufacturing. KAMIC’s common aim is to be a leading supplier of technical products and services in several well-defined product and market niches. The Group has approximately 900 employees in 13 countries in Northern Europe, Asia, and North America and annual sales of approximately SEK 2.2 billion. Their customers are found mainly in the manufacturing industry but also among electrical installers and construction companies.

“Talema is a highly respected global player with strong skills in the design, development and production of magnetic components. They have experienced and powerful management, and the company’s customer base and geographic presence provide an ideal complement to our existing business in this area. Talema, therefore, is ideally placed to be a valuable addition to our corporate group,” says Fredrik Celsing, President and CEO of KAMIC Group.

Tyrus O’Neill, Managing Partner of Benchmark International, added, “We would like to congratulate and thank Mac, Fredrik, and everyone involved in this deal on a successful acquisition. There are numerous complexities to cross-border transactions, which would not have been possible without everyone working together. The synergies for the two organizations are apparent, and we are confident this will be a successful endeavor for everyone involved. Congratulations again, and we wish all parties the best moving forward.”

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Benchmark International Successfully Facilitated the Transaction Between Vita Play Limited and Beds Construction Services Ltd

Benchmark International is pleased to announce the transaction between Winchester-based Vita Play and Bedfordshire-based Beds Construction.

Established in 2009, Vita Play provides turnkey solutions for children’s outdoor play spaces and environments, including fencing and street furniture, as well as specialist safety surfacing. Undertaking all work in-house, the company provides a complete service from design through to installation and maintenance. Operating from purpose-built facilities, the company primarily serve local authorities, schools, and private domestic clients across Hampshire and the surrounding counties.

Do you have an exit or growth strategy in place?

Private equity backed Beds Construction is an established business in the construction sector. It seeks to pursue synergistic bolt-on opportunities with well-established companies that have a turnover between £1m and £15m, a strong balance sheet and a long operating history.

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Should I Sell to an SBIC: Making Sense of an Often-Misunderstood Buyer Type

Many business owners are already aware of the myriad loan programs offered by the Small Business Administration (SBA). The lower market is saturated with buyers who frequently and successfully turn to the SBA for financing a transaction. For all its benefits, however, the SBA’s maximum check size can prove restrictive in how much a company can sell for. Additionally, the SBA requires that sellers exit their business within one-year post-close, which can shut out sellers who want to be part of the company for a longer period and watch it grow.

To bridge the gap between buyers and the broader market of sellers, the SBA created a robust, multi-billion dollar lending program designed to motivate the acquisition of lower-middle market companies. To meet their objective, the SBA began licensing a new class of buyers: the Small Business Investment Company (SBIC).

SBICs are committed-capital funds that start by raising money from limited partners before deploying it via a series of investments in lower-middle market companies with less than $6 million in net income and at least 51% of their employees in the United States. These investments can come in the form of either debt financing or straight equity purchases, with the latter being commonly used to help SBICs build a portfolio of companies that they own and help operate on a day-to-day basis.

 

Ready to explore your exit and growth options?

 

The traditional SBA loan instrument is famous for providing buyers with up to $4.5 million in debt financing on the condition that buyers lose access to other important transaction instruments, such as seller notes, earnouts, and equity rollovers. Commercially speaking, these instruments typically play a major role in facilitating transactions by providing a more equitable outcome for all parties involved. Losing access to these instruments can, at times, interfere with deal completion. Unlike SBA loan-based buyers, SBICs have access to debt up to $175 million for the purposes of acquiring companies and have comparatively few limitations on other tools that help get a deal done. As a result, SBICs experience superior flexibility in pushing a deal over the final ten-yard line. Sellers are likely to be better compensated for their companies and on more mutually acceptable terms. The low cost of debt associated with SBICs translates to more cash on their balance sheet post-close—leaving more cash available for growth, fostering a stronger buyer-seller relationship, and helping to secure the seller’s legacy.

The success of SBICs goes beyond financial capacity, however. To become a licensed SBIC, its founders must undergo SBA scrutiny that will question their experience, background, industry knowledge, and fortitude to run an investment firm—which is a much higher barrier to entry than is faced by many buyers. Furthermore, the incentive to help their acquisitions succeed is heightened for an SBIC because, if they make poor choices, they will not only have to deal with angry shareholders but also will face ramifications from the SBA. As a result, starting an SBIC can be as difficult as opening a federally chartered bank. A final, critical requirement for becoming a licensed SBIC is that the founders must have significant experience either investing in or running small business investments; meaning, as buyers, an SBIC manager is more likely to relate to the daily highs and lows associated with running a company and can provide valuable insight based on lived experience.

When it comes to selling your business, choosing the right buyer is crucial. If you’re looking for someone to take your company to the next level, to help it grow, to set you up for a better exit, then the capabilities of an SBIC are hard to match.

According to the SBA, top brands such as Under Armour, Chipotle, Staples, and Apple benefited in their youth from SBIC funding. If your small business meets the eligibility requirements for an SBIC investment, this buyer class could substantially improve your company’s growth and help build a strong, recognizable brand.

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Benchmark International Successfully Facilitated the Transaction Between Ecology Solutions Limited and Phenna Group

Benchmark International is pleased to announce the sale of Worcestershire-based Ecology Solutions to Nottingham-based Phenna Group.

Established in 1996, Ecology Solutions is an ecology and environmental planning practice. The group offers an unrivalled turnkey service, supporting all stages from site assessment to public inquiry and implementation. The group’s expertise with legal processes, including presenting evidence in the courts and at public inquiries, has positioned it at the forefront of its marketplace and sees it maintain an enviable and unique profile within the Planning and Environment Bar, which is not replicated anywhere in the sector.

Established in 2018, Phenna provides investment and strategic leadership to companies in the testing, inspection, certification, and compliance (TICC) sector. Its aim is to build a global portfolio of independent TICC businesses.

Ready to explore your exit and growth options?

Ecology Solutions is the group’s sixth acquisition in 2021 and the fifth business in its rapidly expanding Infrastructure & Construction Division. It also represents the third acquisition conducted via Benchmark International, which have included the acquisitions of GMES and Facit Testing.

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How Your Company Can Benefit From Cross-border M&A

Growing a company once it has reached a certain plateau of success can be challenging. Mergers and acquisitions are a powerful tool for boosting the growth of an existing company—especially cross-border M&A. As a business owner, you should consider the different ways your company can benefit from an international deal.

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Can It Be Too Early To Put My Business On The Market?

Timing the sale of a company can certainly be a tricky decision. You don’t want to sell too soon, and you don’t want to sell too late either. In both scenarios, you risk leaving money on the table if the timing isn’t right. So what is a business owner to do?

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Benchmark International Successfully Facilitated the Transaction Between Vanguardia Limited and Buro Happold Limited

Benchmark International is pleased to announce the acquisition of Vanguardia and its subsidiary, Crowd Dynamic International Limited, by Buro Happold.

Vanguardia is an environmental and technology consultancy, working with architects, developers, stadium and arena operators, promoters, and end-user clients to enhance sound, minimise noise and improve the air quality of industrial and commercial projects and events. The company has undertaken major landmark projects in the sports and entertainment sector, working with major touring artists like The Rolling Stones and Bruce Springsteen, leading festivals such as Hyde Park’s Time and Reading & Leeds Festival, and iconic stadium/arena venues such as Wembley Stadium and The O2.

Crowd Dynamic provides modelling solutions and consultancy to support design and operational projects in the built and natural environment.

Buro Happold has been established for over 40 years and is an international consultancy of engineers, consultants and advisers, operating in 26 locations worldwide, with over 70 partners and 1,900 employees.

Ready to explore your exit and growth options?

Previously, Vanguardia and Buro Happold have worked together on renowned sports and entertainment projects in venues such as Tottenham Hotspur Football Club, O2 Arena, Qatar Education City Stadium, London Stadium and The Fisht Olympic Stadium.

The acquisition will strengthen Buro Happold’s consultancy capabilities, specifically in acoustics and sound engineering, environmental advisory services, plus a broad range of electro-acoustic and technology offers. It also creates a platform for the continued growth of Vanguardia into new sectors and markets.

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Why 2021 Is A Seller’s Market

A Seller’s Market Versus a Buyer’s Market

In a seller's M&A market, excess demand for assets that are in limited supply gives sellers more power when it comes to pricing. Such demand can be generated and galvanized by circumstances that include a strong economy, lower interest rates, high cash balances, and solid earnings. Other factors that can instill confidence in buyers—leading to more bidders willing to pay a higher purchase price—include strong brand equity, significant market share, innovative technology, and streamlined distributions that are difficult to emulate or recreate from scratch.

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How Do I Get The Most Out Of My SaaS Company?

As the owner of a Software as a Service (SaaS) company, there are several strategic steps you can implement in order to drive growth and maximize the value of your business.

1. Expand Geographically

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Benchmark International's Steven Keane Named Chairman of the Year

The Benchmark International team is proud to announce that our chairman, Steven Keane, has been named International Chairman of the Year in the 2021 Global Business Awards given by Corp Today Magazine.

London-based Corp Today is a business enterprise magazine that focuses on emerging businesses and the world’s leading and fastest-growing companies, as well as their style of doing business and manner of delivering effective and collaborative solutions to strengthen market share. Their reader base consists of 138,000 C-level executives, VPs, Consultants, VCs, managers, and advisors.

The publication’s dedicated team of in-house researchers handpicked all of the 2021 winners based on merit and not popularity. Their stated goal is to recognize the best in the business.

We salute Steven for earning this prestigious recognition, as he certainly deserves it. CEO Gregory Jackson stated, “Steven’s exceptional leadership is a testament to the greatness that our company continually aspires to achieve, never settling for anything less than the very best. It’s just how we are wired at Benchmark International. Congratulations, Steven.”

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Benchmark International Successfully Facilitated the Transaction Between Sunbelt Waterproofing & Restoration and Northaven Capital Partners

Benchmark International’s client Sunbelt Waterproofing & Restoration, a Dallas-based commercial waterproofing, building restoration, and roofing company, has successfully obtained growth capital from Northaven Capital Partners in Dallas, Texas allowing the management team to pursue their growth plan.

Sunbelt Waterproofing & Restoration provides complete waterproofing services for commercial and independent contractor clients throughout Texas and parts of Oklahoma. It also includes restoration and maintenance services for commercial buildings and new construction projects. With over five decades of experience in solving unique structural and waterproofing problems, Sunbelt has proven it can provide outstanding and affordable quality solutions.

Northaven Capital Partners is an operationally focused firm investing in lower middle market companies with strong potential for growth. They focus on collaborative partnerships with experienced, driven, and ethical management teams to build alignment and drive value. Their principals have deep experience as operators across various industries from early-stage to multi-billion-dollar enterprises. Northaven Capital has a long-term investment horizon to support meaningful, long-term growth.

 

Ready to explore your exit and growth options?

 

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

Transaction Director Amy Alonso commented, “We are excited to watch our client continue to grow their business with a new partner. Our client has obtained growth capital allowing the management team to grow and provide a great working environment for its employees. On behalf of Benchmark International, we are excited to see continued success for both companies now and in the future.”

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Benchmark International Successfully Facilitated the Transaction Between Houston Crating, Inc. and MEI Rigging & Crating

Benchmark International’s client Houston Crating, Inc., a Houston, Texas-based Specialty Export Crating & Packing Company, has successfully sold to MEI Rigging & Crating.

Established by Ray Lubojasky in 1994, Houston Crating, Inc., a provider of crating and export packing services to the energy and logistics industries.

The seller stated regarding the process, “I have been very satisfied with Benchmark’s excellent service throughout this sales process, and I appreciate the hard work and professionalism offered by the Benchmark team.”

MEI Rigging & Crating, a portfolio company of Dorilton, was founded in the early 1990s and has grown to one of the largest providers of rigging, machinery moving, millwrighting, mechanical installation, commercial storage, crating, and export packing services in the US. With thousands of customers served, over 30 years of experience, and ten locations across the country, MEI is driven by its corporate vision of excellence, market leadership, and enduring value. MEI has a growing team of over 450 employees in 10 offices across the United States.

 

Ready to explore your exit and growth options?

 

Dorilton is a private investment firm that invests in businesses across a range of industry sectors, working in partnership with management to grow value over the long term. By providing funding and expertise to drive growth, Dorilton helps its companies and their people achieve their full potential.

Dan Cappello, the CEO and President of MEI, made the announcement: “We are delighted to grow the MEI-Houston team and enhance our service offering through this combination. MEI and HCI have performed joint work on customer projects in the past, and we see HCI’s professional approach and focus on safety as a great fit with our organization.”

Transaction Director Amy Alonso commented on the transaction, “We enjoyed working with Houston Crating to achieve a successful outcome on behalf of our client. Our client had several offers to choose from but felt that MEI was the best fit for the company, its employees, and its customers. We continue to see strong demand for acquisitions within the exporting and logistics space and have several bidders on standby. We hope that integration goes smoothly for the companies and look forward to seeing the combined companies have a strong future.”

 

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Benchmark International Successfully Facilitated the Transaction Between TMI Electrical Contractors, Inc. and an ESOP

Benchmark International is pleased to announce that TMI Electrical Contractors, Inc. has successfully restructured as an ESOP (Employee Stock Ownership Plan).

TMI Electrical Contractors, Inc. is a full-service licensed electrical contractor headquartered in Cincinnati, Ohio, servicing commercial, industrial, and residential clients.

 

Ready to explore your exit and growth options?

 

Mark Gillespie, President of TMI Electrical Contractors, Inc., added: “TMI initially engaged Benchmark to explore exit strategy options. We worked with numerous potential groups while weighing the pros and cons of an internal restructuring and ultimately decided that an ESOP was the best route for not just our exit, but the wellbeing of the business and its employees long-term. I would like to thank Neal, Jonathan, Tyrus, and the Benchmark team for their professionalism and assistance through the ESOP process and their contribution to an overall successful result.”

Regarding the deal completion, Tyrus O’Neill, Managing Partner of Benchmark International, stated: “Mark and the team at TMI are a fantastic group and we’re excited to see them take the ESOP path. It was a pleasure working with them through the process and we wish them nothing but the best moving forward.”

 

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Selling Your Company? Beware Of Strangers Bearing Gifts

If you are considering selling your company, you should be aware of a certain menace that could have you in its crosshairs. There are direct buyers out there who intentionally prey on business owners, attempting to acquire a company by blindsiding its owner with big promises and, more importantly, taking advantage of their lack of guidance from a seasoned M&A professional. These buyers purposely look to avoid competition for a company because competition drives valuations higher, and they want to make an acquisition on the cheap—in addition to other shady maneuvers.

Bait & Switch
Some buyers will attempt to pull “bait & switch” tactics. To initially intrigue a seller, the buyer will present a high dollar amount. As they conduct due diligence and get the target more and more committed to the deal, they begin chipping away at the value until they reach a price and terms that are far more favorable for the buyer. This is typically an exhausting process for the seller and can lead to plenty of regret. If the deal falls apart, the seller may be reluctant to restart the process with another buyer, thinking the process will just be the same. In reality, it could have been completely different for the seller if they had a reputable M&A specialist on their side from the beginning.

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Benchmark International Successfully Facilitated the Transaction Between Harryco LLC and Silverbridge Capital

Benchmark International is pleased to announce the acquisition of Richmond, Virginia-based Harryco LLC by Silverbridge Capital.

Harryco is a mental health organization that provides a variety of personal, group counseling, and mental health services to children, adolescents, adults, and their families. Harryco was founded in 2009 by Dr. Harold Watkins as a small mental health organization offering intensive in-home counseling services to children and adolescents. The company has since grown operations to four cities and counties in Virginia and now provides a full range of community support services to a wide set of patients.

Silverbridge is a New Jersey-based private equity firm with investments in mental health and other patient-centered healthcare organizations.

 

Ready to explore your exit and growth options?



Harryco’s partnership with Silverbridge represents a key next step in the company’s mission to provide best-in-class mental health services to an expanding base of patients. Community leader and Harryco founder, Dr. Harold Watkins, will stay on with the company to continue guiding Harryco during this next phase of growth.

On the acquisition, Dr. Watkins stated, “the Benchmark International team was fantastic throughout this entire process. They did an amazing job as an advocate for me and my company. I would absolutely recommend Benchmark International to anyone in healthcare services considering a sale process.”

Benchmark International Transaction Director William Sullivan commented: “Dr. Watkins is an impressive individual who has built a great organization that serves its communities well. Our team was dedicated to getting a great outcome for him individually and one that would enable his business to partner for continued growth. It was a pleasure working with Dr. Watkins and his team, and we wish him every success moving forward.”

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Benchmark International Facilitated the Transaction Between Regatta Real Estate Management Inc and Fyve, LLC

Benchmark International is pleased to announce the transaction between Regatta Real Estate Management Inc (“Regatta”) and Fyve, LLC (“Fyve”).

Founded in 1994, Regatta is a Florida-based business headquartered in Miami. The company is a full-service real estate property management provider specializing in association management, investment property management, and condo conversions. Throughout its operating history, the company has remained focused on the small business, customer service-oriented approach.

Fyve is a nationwide, full-service real estate management solutions company that is redefining the experience for owners, residents, and tenants. Prior to the acquisition, Fyve had 11 locations across six states. With this acquisition, they will be able to reach into the Miami market and expand their Florida operations.

Senior Deal Associate Nick Woodyard at Benchmark International added, “It is always great seeing two companies come together where both parties can substantially benefit. It was a pleasure working with Tim and the Fyve team throughout the transaction. On behalf of Benchmark International, we wish both parties continued success.”

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Benchmark International Facilitated the Transaction of CPR Plus, LLC to Allied 100, LLC

On April 30th, 2021, Benchmark International facilitated the sale of CPR Plus, LLC (serving the Greater St. Louis area) to Allied 100, LLC of Madison, WI.

The seller, CPR Plus, provides life-saving skills training to more than 100,000 individuals for close to 30 years in the St. Louis area. Their comprehensive and convenient CPR training courses are accredited by the American Heart Association and administered by friendly instructors with extensive experience.

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The Impact of COVID-19 on Healthcare M&A

The Covid pandemic has placed us squarely in unprecedented times. We know this is not exactly news at this point. However, counter to the tenor of most pieces you've probably read on the topic during the past 12 months, this one aims to shine some light on one industry that has thrived: The US healthcare market, more specifically, healthcare M&A. Healthcare M&A has generally been a big winner in 2020 and into 2021 and it's happening at both ends of the market.

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Top Questions Buyers Should Ask during Management Meetings When Acquiring a Company

As anyone who has ever done it before will tell you, buying a company is a process. It can take anywhere from a few months to a couple of years to complete. To reduce uncertainties and understand the business as much as possible, buyers must conduct thorough due diligence and ask the right questions. Finances, potential synergy, liabilities, customer relationships, and key employees are just a few areas that the buyer should consider.

Here are five essential questions buyers should ask during management meetings when acquiring a company.

1. Why is now the best time for you to sell your business?

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Benchmark International's Gregory Jackson Named CEO Of The Year

In the GAMECHANGERS (ACQ5) 2021 GLOBAL AWARDS, Gregory P. Jackson, CEO of Benchmark International, has been named CEO of The Year in the area of Corporate Finance.

The ACQ is a leading corporate news publication serving the sector since 2003, with a global audience of more than 261,000 subscribers. The GAMECHANGERS (ACQ5) GLOBAL AWARDS celebrate achievement, innovation, and brilliance, recognizing the world's most outstanding organizations and professionals.

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Benchmark International Named International Mid-Market Corporate Finance Advisory Of The Year

In the GAMECHANGERS (ACQ5) 2021 GLOBAL AWARDS, Benchmark International has been named the International Mid-Market Corporate Finance Advisory of The Year.

The ACQ is a leading corporate news publication serving the sector since 2003, with a global audience of more than 261,000 subscribers. The GAMECHANGERS (ACQ5) GLOBAL AWARDS celebrate achievement, innovation and brilliance, recognizing the most outstanding organizations and professionals in the world. 

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Tips for Making Sellers Comfortable with You as a Potential Buyer

The acquisition process can understandably be a very daunting task for sellers, let alone an uncomfortable experience that pulls back the curtains on their business and its most intimate information. Many sellers realize this is not their area of expertise and will make the informed decision to contract with a sell-side M&A advisory firm before officially entering the marketplace. The M&A advisory represents the seller, but can function as your ally as a buyer if you let them because they have incentive to get a deal done. Although M&A advisors can guide a seller through the sales process and educate them on market norms, they’re not capable of self-fabricating the comfort level between buyer and seller. Over time, a seller’s relationship with a potential buyer will prove to be most advantageous in getting to the finish line of a transaction, as there will be numerous items both sides will have to work through together. Unfortunately, agreements can fall apart due to a lack of mutual comfort between the buyer and seller, and this is typically a result of a combination of multiple factors set in motion long before official due diligence even began. The following are steps you should consider when working side by side with a seller during the transaction life cycle.

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