Sell-Side Investment Banking
We can help you navigate the sale of your company. Mariner Capital Advisors seeks to help business owners achieve their financial objectives through the process of selling their companies. We understand that every company is unique, and so is every sale. When it comes to you and your business, we have a dedicated team who works to alleviate the burden of the sale process, allowing you to stay focused on what you do best…running your company.
If you are interested in our valuation advisory services, you can learn more here.
Our team applies a disciplined approach to the sale of your company, working to provide you with the results you’re looking for…strong offers from high-quality prospective buyers.
Step 1: Business Valuation
The business valuation process allows our team to develop a deeper understanding of the unique intricacies of your business including value drivers, key risk factors and competitive position. We will use this process to estimate the value of your business, which will help establish price expectations and can serve as a starting point for succession planning.
Step 2: Pre-Marketing
Leave it to us to handle the heavy lifting required to take your business to market and secure a successful transaction. We provide a wide range of services based on your needs.
We will work with you to:
- Gather company documents and information to prepare offering materials
- Determine strategic positioning and messaging
- Conduct research to build a list of buyer candidates
- Create initial solicitation documents for prospective buyers
- Prepare a detailed Confidential Information Memorandum (CIM)
Step 3: Confidential Marketing
Your valuable company has a story, and we can help you tell it. Through direct mail and email communications, we contact potential buyers to gauge their interest in potentially purchasing your company. If potential buyers respond with interest, we protect your confidentiality by requiring them to sign a non-disclosure agreement (NDA) before providing any additional details about your company. Once we receive the signed NDA, we provide the buyer with the detailed CIM.
Step 4: Deal-Making
The deal-making stage in the sale process is broken down into three phases.
- Providing Supplemental Information: Buyers with serious interest will almost always request additional information after reviewing the CIM. We’ll coordinate the follow-up on your behalf by answering follow-up questions and providing additional documentation to help the potential buyer determine whether to submit a preliminary offer.
- Hosting Management Interviews and/or Site Visits: Our team will serve as an intermediary between you and prospective buyers until the pool of candidates has been narrowed down to a select few. Remaining buyers will then have the opportunity to meet you and get a first-hand look at your operations and facilities.
- Soliciting Formal Offers: When all parties have been provided sufficient information to prepare an offer, our team will send each remaining prospective buyer a formal request for an offer in the form of a letter of intent (LOI). We will help you negotiate key terms of the LOI and, when multiple LOIs are submitted, perform a comparative analysis to help you determine which offer to accept.
Step 5: Due Diligence & Closing
The final stage of the sale process begins with due diligence and culminates with the signing of closing documents and the wiring of funds. Wondering what it entails?
- Due Diligence: The buyer submits a list of documents and company information needed to complete an in-depth review of all aspects of your business. The primary purpose of due diligence is to verify the accuracy of information shared by the seller and to confirm there are no hidden legal issues or other liabilities that could expose the buyer to risk.
- Virtual Data Room: To help simplify the exchange of information that occurs during the due diligence process, our team sets up a virtual data room where documents are securely uploaded and organized so they are easily accessible to the buyer.
- Closing Documents: We work with your attorney(s) to draft, negotiate and finalize the definitive purchase agreement. We also collect the necessary closing documents and ensure all closing conditions have been satisfied. Once all signature pages have been signed and compiled, funds will be wire transferred and the sale process is complete.
OTHER INVESTMENT BANKING OPTIONS
In today’s competitive business environment, organic growth is becoming increasingly difficult. As a result, more and more companies are pursuing strategic acquisitions to achieve their growth objectives. However, the buy-side M&A process presents a unique set of challenges.
From the initial buyer search, to due diligence and closing, we can manage the entire spectrum of the buy-side process while you focus on what you do best…running your company.
Step 1: Qualification Process
Mariner Capital Advisors helps you develop and refine your acquisition criteria based on your company’s strategic objectives.
To help you articulate what you’re looking for in a business, we provide a Corporate Acquisition Workbook which leads you through a broad set of acquisition criteria, such as:
- Industries of interest
- Types of products and services
- Geographic location and reach
- Size by revenue and EBITDA
- Size by number of employees
- Management team structure
- Culture
- Development stage
Even if you don’t know exactly what type of business you want to buy, we can help narrow your search parameters by identifying what you don’t want. The search process may uncover some attractive options that you’ve never considered. Additionally, by keeping a broad set of search parameters, there’s a better chance of uncovering hidden opportunities that could turn out to be the best fit.
Step 2: Confidential Marketing
We compile a comprehensive list of targets and conduct personalized direct outreach.
Comprehensive Target List
We use a combination of internal and external resources, including online subscription-based services and our proprietary database of business owners and executives to compile a list of target companies that match your acquisition criteria.
Marketing Process
Our outreach strategy is both simple and aggressive and is carried out by tried-and-true methods. For each target, we conduct three direct mailings and multiple email follow-ups to help maximize the response rate. Each message is personalized for the recipient and accompanied by a buyer profile that provides an overview of your company and conveys your serious intention to complete an acquisition.
Step 3: Target Discussions
We field initial inquires and pre-qualify target companies.
When we receive responses from our outreach, we will ask both you and the target to sign a non-disclosure agreement (NDA) before engaging in detailed conversations. The NDA will not only protect the best interests of both parties, but also help the target feel at ease about sharing confidential information and discussing a potential sale.
In initial conversations, our goal is to determine whether the seller is serious and what the motivations are for selling, while also gaining a better understanding of the company’s operations and financial performance. We share this information with you and help you evaluate each opportunity to determine which target is worth pursuing.
Step 4: Deal-Making
We take a deeper dive and proceed toward a formal offer.
Once we work with you to determine whether a target is worth pursuing, we enter the deal-making stage, which can be broken down into the following phases:
- Preliminary Due Diligence: We will request and review basic company documents and summary financials and coordinate conference calls. Our goal is to determine which target company represents the least amount of risk and best combination of strategic fit and growth potential.
- Valuation: Before submitting a formal offer on a target, we need to determine the company’s value. We will request more detailed financial information and the analyst assigned to your engagement will perform a valuation on the target company. The value we derive will serve as a starting point in price negotiations.
- Letter of Intent (LOI): An LOI is a written document stating your interest in acquiring a target company and proposes a purchase price, deal structure and other important terms. We will help you draft the LOI and negotiate any terms with the seller until an agreement has been reached and the LOI has been signed by both parties.
Step 5: Due Diligence & Closing
We perform an in-depth review of the target company and finalize the transaction.
As we enter the final phase of the buy-side M&A process, we will help initiate a thorough review of the target company by performing formal due diligence.
Formal Due Diligence
We will coordinate with your due diligence and legal team to collect hundreds of items that we outline in a comprehensive due diligence checklist. This checklist will cover every aspect of the target company, including corporate records, financial information, tax, assets, liabilities, human resources, insurance, operations, and environmental, legal and regulatory matters. All documents will be exchanged through a secure, organized virtual data room.
Closing
At the conclusion of the due diligence process, we will work with your attorney(s) to prepare the definitive purchase agreement, which is a binding document that will include all of the terms of your deal and finalize the transaction. After submitting a draft of the purchase agreement, we will negotiate the final deal terms with the seller’s attorney. We will use our experience to navigate any issues that arise when finalizing the purchase agreement to ensure a successful close.
We provide due diligence services to business owners, private equity firms, private strategic business acquirers, small business investment companies, and potential at-risk companies.
Our accounting and finance expertise allow us to analyze critical due diligence issues and identify acquisition issues that extend beyond what traditional accounts firms could uncover.
By providing a more holistic approach to due diligence, we can reduce your transaction risk and provide you with a greater confidence in your business decisions.
A succession strategy doesn’t necessarily involve a complete sale of your company. Often, clients wish to play a meaningful role in their business, while benefitting from a liquidity event. In these circumstances, a recapitalization may be the best strategy.
By bringing on an investor who provides benefits beyond capital, such as operational expertise, sales and marketing knowledge, or industry contacts, you can also use a recapitalization to grow your business.
Our investor database contains over 8,000 private equity contacts and over 1,000 independent investors who could bring different capabilities to your company.
Using our investor database and other deal resources, our team will implement an established plan to create a competitive market and maximize value in your recapitalization.
