T: 813 898 2350 E - Benchmark International

T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
about us
The team at Benchmark International has advised
on some 500 company sales, with an aggregate
value in excess of $4 billion.
Worldwide Offices
Value Maximizer
With offices throughout the world,
we are in touch with major acquirers and
consolidators who constantly seek both
on and off-market opportunities across all
sectors. Our transactions fall typically within
the $1m to $100m mid-market value
range.
Our unique and industry-leading
Value Maximizer ensures the sale
of your company is handled with
professionalism and attention to detail,
whilst maintaining focus on delivering
the best possible outcome.
Dynamic Approach
Benchmark Internationals unique and
dynamic international offering provides our
clients unparalleled global coverage,
allowing them access through our exclusive
databases and company intelligence
facilities to both domestic and international
markets, maintaining local representation
throughout.
Our passion and integrity will give you
the confidence you need when it comes
to selecting your chosen specialist.
If you are contemplating an
exit from your company then
Benchmark International should
be your first point of contact.
We set the standards to which others aspire
in an effort to obtain maximum value for
your company. We abide by our core
values that are embraced by the whole
team at Benchmark International. We share
your goal to maximize your asset value on
exit – and driving the deal is key
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
what makes us different?
Set out below are some of the many reasons why Benchmark International
should be your chosen specialist when it comes to selling your company.
International Offices
Our platform is organized around the major
geographic regions of: Europe, North
America; Middle East, Africa and Asia,
resulting in cross-border strategic transactions.
Fully networked, we aim to deliver motivated
overseas prospects looking to enter the
US markets.
Unique Approach
Benchmark Internationals qualification
process aims that we only to take to market
those companies we believe there is a market
appetite for and for which we can meet our
clients expectations. Our aim is to utilize
each and every tool at our disposal to
empower our clients to make the right
decision.
Market-Leading International
Acquirer Database
Our unique acquirer intelligence
software allows us access to diverse
acquirers worldwide.
• Substantial acquirers database –we have
access to numerous global acquisition
history sources which assists us to identify
specific strategic acquirers on a client-by
client basis.
• Global Private Equity Houses –
including both Venture and Development
Capitalists, with significant funds for
full or partial acquisition.
• Global Mergers and Acquisitions specialists
and other professional advisers – acting
exclusively on behalf of the acquisition side
with retained clients, but each with their
own network of professionals looking for
acquisition opportunities worldwide.
• Database of High Net Worth Individuals
(HNWIs) – due to the volatility of the
commercial, residential and stock markets,
HNWIs have largely changed their
focus to the acquisition market as
a viable alternative.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Sector Expertise and Industry Knowledge
Our sector specialists cover a spectrum of
industries worldwide and have specific
knowledge and experience of each, often
obtained in commercial environments.
We have prepared over 900 industry
sector reports, detailing key players and
industry trends.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
what makes us different? cont…
Director-Led, Personal Service
Value Maximizer
Creative Information Memorandums
We pride ourselves on providing a personal
service – all deals are director-led and
managed by one of our driven Deal Leader
Directors and team.
Benchmark Internationals unique Value
Maximizer has been specifically designed
to keep the process of selling your company
simple. Our swift yet sophisticated, staged
process ensures momentum is maintained
throughout. Our aim through our Value
Maximizer, is to present our clients a number
of alternate, creatively designed deals and
structures to deliver maximum value.
Our Information Memorandums are some
of the most visually striking documents in
the market today. More than just
aesthetically pleasing, our talented
teams of sales document specialist’s aim
for maximum ‘saleability’ for each of
our clients. Companies are portrayed in
the most positive light as it is our aim to
identify and ‘sell’ the opportunity to
potential purchasers.
Creative Deal Solutions
From our research team through to the deal
teams, we work hard to provide innovative
and creative solutions. Our aim is to present
you with deal solutions and prospects in
keeping with your objectives.
Deal Deliverability
Knowing what deals are attainable for
prospects is key to maximizing time and
effort for clients who are continuing to run
their company throughout this process.
Conforming to a tightly controlled timetable
we aim to collate data on prospects in an
effort to validate their ability to close a deal.
Working with third party strategic partners
who are able to source specialist funding
solutions for prospects keeps a deal
on point.
We have been in your shoes
Many of the Benchmark International
directors have been involved in the sale of
their own companies which enables them
to fully empathize with your situation and
understand the mixed emotions and often
hard decisions that are associated with
exiting your company.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
our international offices
Fully networked: we can deliver overseas prospects that are looking to enter the US markets.
New York, USA
London, UK
Tampa, USA
Manchester, UK
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Dublin, Ireland
Edinburgh, UK
Singapore
Hong Kong
our international offices
Our offices allow us to leave no stone unturned when it comes to finding your buyer.
Each have their own exclusive buyer databases which each office can tap into,
to find that special buyer.
New York, USA
590 Madison Ave | 18th Floor
New York City | New York
NY 10022
T: (001) 813 739 8999
F: (001) 212 521 4044
E: [email protected]
Tampa, USA
Bay Centre One
7th Floor, 5426 Bay Center Drive
Tampa
FL 33609
T: 813 898 2350
F: 813 280 9871
E: [email protected]
London, England
12th Floor The Broadgate Tower
20 Primrose
London
EC2A 2EW
T: 44 (0)207 904 1050
F: 44 (0)207 887 6001
E: [email protected]
Manchester, England
Spinningfields
3 Hardman Street
Manchester
M3 3HF
T: 44 (0)161 359 3330
F: 44 (0)161 932 1401
E: [email protected]
Singapore
35th and 36th Floor
UOB Plaza One
80 Raffles Place | Singapore
48624
T: (65) 6 248 4500
F: (65) 6 248 4501
E: [email protected]
Edinburgh, Scotland
Conference House
The Exchange | 152 Morrison Street
Edinburgh | EH3 8EB
T: 44 (0)131 526 3188
F: 44 (0)131 200 6200
E: [email protected]
Hong Kong
20/F & 33/F 100 QRC
One International Finance Centre
1 Harbour View Street | Hong Kong
T: (8) 525 808 1909
F: (8) 52 2166 8999
E: [email protected]
Dublin, Ireland
Block 4 | Harcourt Centre
Harcourt Road
Dublin | 2
T: (35) 31 901 0162
F: (35) 31 901 4610
E: [email protected]
Cape Town
The Colosseum
First Floor | Century Way
Century City | Cape Town | 7441
T: +2721 526 0300
F: +2721 526 0311
E: [email protected]
US offices: New York | Tampa
UK offices: London | Manchester | Bristol | Edinburgh | Belfast
International offices: Hong Kong | Dublin | Singapore | Cape Town
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
meet the team
The Benchmark International team comprises of some of the most experienced individuals
within the company sales market. With a wealth of experience and commercial
understanding they are ideally placed to lead your company sale.
Steven Keane
Global
Chairman
Gregory
Jackson
Global CEO
James
Thornton
UK Managing
Director
Michael
Lawrie Sales
& Marketing
Director
Louis Kickhofel
Director
Nicholas
Mortimer
Director
Kendall Stafford
Deal Leader
Director
Patrick
Cashmore
Associate
Director
Tony Yerbury
Associate
Director
Kieran Schofield
Associate
Director
Roger Forshaw
Senior Deal
Executive
Travis
Donaldson
Deal
Adam Palmer
Senior Deal
Executive
James
Robinson
Senior Deal
Christopher
Fielding
Deal Executive
Lead
Michael Weihl
Director
Clinton Johnston
Director
Nick Hulme
Corporate
Finance
Director
Darren
Kearney
Director
Lee Richie
Director
John Thornton
Director (Africa)
Paul McCarney
Head of
Marketing
Nick Perry
Deal
Origination
Manager
Bhavina Halai
Project
Manager
Eve Woodhouse
Global Business
Analyst
Carl Settle
Sales & Marketing
Manger
Martin Kelway
Head of Research
Strategy
Emily Cogley
Deal
Origination
Sam Smoot
Deal
Origination
Angel Acosta
Seal
Origination
Kevin Betourney
Deal
Origination
Lowell Tamayo
Deal
Origination
Jeremy Gibson
Deal
Origination
Executive
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
meet the team
Juan Olivarri
Deal Transaction
Assistant
Anna Davenport
Corporate Deal
Executive
Joanna Law
Corporate
Report Writer
Stefan
Kaczmarczyk
Corporate
Report Writer
Nicki Ronson
Business Analyst
- International
David Rigby
Business Analyst
- International
Jonathan
Parkinson
Corporate Deal
Executive
Liam Rice
Corporate
Report Writer
Marcus
Halstead
Business Analyst
- International
Courtney Gardiner Annie Shiel
Corporate Deal
Corporate Deal
Executive
Executive
William
Berisford-Ince
Corporate
Report Writer
Anisa Bagas
Prospect
Generator
Lauren
Shepherd
Corporate
Report Writer
Sabina
Chhadat
Corporate
Report Writer
Samantha Bolton
Corporate Deal
Executive
Bethany
Simpson
Client Support
Officer
Elli Stone
Corporate
Report Writer
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Robyn Skillen
Deal Executive
Sean Bourke
Business Analyst
- International
Tiara Fiaz
Prospect
Generator
Rachel Woodward Lisa Cormier
Business Analyst – Business Analyst –
International
International
Thomas Blears
Business Analyst
- International
Lisa Duffy
Prospect
Generator
Andrew Bilodeau
Deal Lead
Johnathan
Parkinson
Business Analyst
- International
Salwah Rehman
Business Analyst
- International
Jordan Ward
Prospect
Generator
Neil Anderson
Prospect
Generator
Olivia Davey
Corporate
Report Writer
Andy Hancock
Prospect
Generator
Elanor Wright
Prospect
Generator
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
our core values
Strong core values epitomize the essence of Benchmark Internationals
approach to selling your company.
Understanding
Creativity
We work extremely closely with clients from
the outset, understanding their objectives,
timescales, and expectations. The structure
of our teams enable us to maintain and build
on this understanding as the process evolves.
We aim to be creative throughout the
process – from the presentation of your
company in the Information Memorandum
through to the way we work to identify
prospects and facilitate deals.
Integrity
Teamwork
Our candid and straightforward approach
means we aim only to take to market those
companies we feel we can sell, and
consequently meet your expectations.
Working closely with clients allows us to
develop a unique relationship that ensures
collaboration within all areas of the
company sale process. Sharing knowledge
with clients throughout the process ensures
we are working towards the same goals
enhancing the chances of success.
Experience
Our many years experience in company
sales and mergers enables us to provide
clients with the necessary process aimed
to achieve maximum value. We understand
the hurdles that will arise during the process
and have the people and skills to
overcome them.
Accountability
Transparency and accountability runs
through the very core of Benchmark
International. With our Director-led
approach, clients are able to speak
to anyone in the team at any stage.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
planning your sale
We understand that the decision to exit your company is not taken lightly.
Knowing when the time is right to exit is not always simple, especially when
you are focused on the day-to-day operations of your company.
The Company Life Cycle
Companies often grow well in their early
years of trading, and then sales start to
level off.
At point A investment is required. If
investment is made you will reach a point
A scenario again illustrated by point B
and the cycle will repeat.
If investment is not made point C is
highly likely as your company could
stall and decline.
• After early growth many companies
reach a size where further expansion is
limited without significant investment.
• Companies and markets rarely stand still
and without investment, decline is likely.
• Identifying where you are on the curve
and choosing the time to go to market
is critical.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
exit solutions
Our philosophy is to turn the initial one size fits all company sales approach – which is adopted
by many Brokers, Investment Banks, Mergers and Acquisitions Companies etc. - on its head.
There are many exit opportunities available to clients and listed here below are a selection offered in todays market place.
Cash
Performance Related Payments (PRP)
Deferred and Contingent Payments
Cash in full on close deals are often
achieved. Acquirers gain immediate
ownership and sellers are happy as there
is minimum financial risk. An all cash deal
is ideal if you are retiring or want an
immediate exit.
An initial consideration is made on close
and then secondary performance related
payments are made subject to certain
performance caveats. You can maximize
the deal by linking it to future growth and
the buyer can hedge risks and finance
the deal from future profits.
Deferred payments are fixed and carry
interest at an agreed rate. They may be
secured by acquirer guarantees and in
some cases by bank guarantees.
Contingent payments, or earn-outs, are
often linked to the future profitability of the
company. These can be risky and should
be seen as the icing on the cake for risk
averse sellers.
Elevator Deals
Earn Outs
Elevator deals are for ambitious sellers –
cash-in some of your chips and keep
playing. Such deals provide a mechanism
to link the acquisition price of a company
to the potential future levels of its profits. The
Sellers on-going involvement is required in
order to drive and elevate future profits and
value. This has the potential to truly maximize
value and is ideal for companies in the
infancy growth stage, young and ambitious
sellers, and entrepreneurs.
This concept is exciting for those who
have worked hard to build a company
and want to both de-risk and keep a
hand in the game.
These are effectively performance related
payments, where the seller is expected to
stay on and work to achieve the PRP
through work on a service contract. The
idea is that the seller has a financial
incentive to help make a success of the
company after the sale.
Retentions
Modest retentions are often made by
acquirers, against closed monies due,
pending the outcome of certain specific
events, typically an agreed level of assets
on close.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Mergers
A combination of two or more companies,
resulting in the creation of a new entity.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
identifying your prospects
To find a range of motivated prospects, there is no substitute for diverse
and extensive research. Our comprehensive Prospect Intelligence
Department generates potential targets through a combination of:
• Desktop review.
• Sector expertise.
• Discreet enquiries to our vast network
of contacts.
• Market news/intelligence review.
• Interrogation of our sector
deals databases.
• Prospects are researched for
relevance, appetite, financial position
and deliverability, and filtered down
accordingly to a core of prospects with
a strong rationale and capability for
acquiring your company.
• All prospects are asked to sign a
Non-Disclosure Agreement and
Prospect Profile which is submitted
to you for consideration.
We think outside of the box in our
efforts to generate a credible list
of motivated prospects.
In our research and marketing
activities we observe a high level
of client confidentiality.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
hmarkcorporate com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
selecting the right acquirer
Direct Competitor
Strategic / Synergistic Purchaser
Overseas Buyer
• Likely to already understand
your company
• Easier to identify
• Obvious synergies
• Confidentiality is key
• Potential for complementary
synergies
• Confidentiality less of a concern
• Should have management
capability
• Would likely pay greater profit
multiples than a direct competitor
• Higher than average multiples paid
• Funding usually in place
• Will add significant investment
and expertise
• Growth opportunities in global and
complimentary markets
• Extremely aquisitive and therefore
highly motivated to close deals
in quicker timescales
MBO or MBI
Financial Purchaser
Private Individual / Opportunistic
• Maintains confidentiality
• May avoid taking your
company to market
• Quality of management
• External funding required
• Cash vs. retention of interest
• Reporting and controls post deal
• Lower likely price expectations
• Historically have paid greater
profit multiples
• Future growth needs to be
demonstrable
• Retention of an interest
• Warranties
• External funding required
• Bring relevant expertise
• Quick decisions
• May bring strategic input
• May not have a management
team
• May not be any synergies
• Return on investment focused
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
what drives the value of your company?
Although accountants and academics state that there are many technical ways of valuing
your asset, the reality is that value is determined by how much a third party is prepared to pay.
Experience from our global deal history tells us that different acquirers are prepared to pay
different levels for the same company thus creating competitive tension.
Factors affecting value
What are the parameters?
In our experience the key factors that influence the
value of a company asset are:
The following graph is an indication of multiples paid across the mid-market sector in
recent months:
 Quality / loyalty of customer base
 Opportunity for profitable growth
 Sustainability of earnings/quality of profits
 Strength of brands
 Skills of management / staff
 Ease of integration / synergies with the prospects
 Proven track record
 Positive market demographics / opportunity
 Defensible intellectual property
 Capital/working capital requirement
We identify the key drivers and present
the value drivers of the company
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
value maximizer
The Value Maximizer is a unique exit process that has been designed and developed
by Benchmark International aimed at delivering maximum value for your asset.
Our Strategy has a number of key components:
•  An understanding of the company and of the seller’s objectives.
•  Developing, jointly with the owners, a strategy to achieving those objectives.
•  Identifying the value drivers of the company that will enhance overall value.
•  Identification of any problematic areas that need addressing that may affect the deal.
•  Company market appraisal, by a Benchmark International Director.
•  Preparing a market-leading Teaser Document and Information Memorandum in which we will creatively
highlight the key aspects of the company to grab the attention of motivated prospects.
•  Business intelligence and prospect research to produce a targeted list of acquirers.
•  Confidential approaches to the appropriate decision makers in identified potential acquirers.
•  Creating a competitive environment with the aim of presenting a number of deal structures and bids.
•  Leading commercial dialogue on a sellers behalf and managing a tightly controlled timetable to
maintain momentum and choice
•  Delivering an ‘in principle’ deal by way of a Heads of Terms document to your legal advisors
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 1 - understanding the value drivers
We believe that you cannot sell a company effectively and maximize its value without full
understanding an owners objectives.
Initial confidential meeting
Understanding Your Objectives
We will arrange for a Benchmark
International Director to meet with you at
your company to carry out a Company
Market Appraisal. The aim of the meeting is
to identify the value drivers and key benefits
of your company. The Director will establish
your objectives and together agree a
preferred strategy to maximize value.
Knowing what is most important to you will
help the transaction progress. As well as the
value, you will need to consider other
factors which include:
Understanding strengths and weaknesses
Honesty is the best policy. If we are made
aware of any challenges and concerns
facing the company and its owners we can
help address these in an effort to reduce
the potential impact on value.
Financial Overview
We will take an overview of your companies
financial position including its underlying
profitability, potential and assets and
liabilities. Where the value is not obvious in
the financial statements we look to identify
and extract this hidden value. We
recognize that many acquirers will look to
the companys future financial growth and
performance and our Director will discuss
with you your financial projections and
growth forecasts.
• Do you want a complete break or some
on-going involvement?
• How important is a good home for your
company?
• How quickly do you want/need to exit?
• Confidentiality and sensitivity
of information
Presenting the Opportunity
First impressions really do count - this is as
true for an acquirer as for any other
situation. Before we take your opportunity to
market we will prepare a Teaser Document
and a detailed Information Memorandum.
The Teaser Document ; Benchmark
International will prepare a teaser
document, for your approval, which
summarizes the opportunity and succinctly
provides the prospect with its key features
and benefits. This document will not
disclose your companies name or any
sensitive information.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Information Memorandum: A professionally
written and presented document
containing sufficient information to promote
the opportunity, and allow prospects to
formulate their interest in your company
It will contain a summary of the following:
• Overview of the companys activities
• The market and future growth
opportunities
• Competitive advantages and
differentiating factors
• Benefits to a prospect and ease
of acquisition
• Company background and history
• Key achievements and milestones
• Financial Overview
• Assets and IPR
• Company structure and ownership
• Sales and marketing information
Once finalized your sign off on the Teaser
Document and Information Memorandum
will be required to launch the process into
its next stage.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 2 – buyer intelligence
Our remit is to identify distinct prospects, those for whom the acquisition of your company
would provide synergistic or strategic benefit.
We aim to look beyond the obvious, your direct competitors, to complementary markets, International and overseas players, and financial
prospects in an effort to create a competitive environment seeking to achieve maximize value. Our strategy is targeted yet diverse with
prospect profiling centered around deal deliverability.
Detailed research
Global market intelligence
Our Prospect Intelligence team draw
on both its existing knowledge and
extensive research capabilities to
investigate potential targets in detail,
thus creating a profile of prospects,
their motivations, financial strength
and appetite for acquisition.
Our unique Prospect Intelligence software
allows us to have access to different types
of prospect worldwide.
Our global research encapsulates:
Market activity and recent transactions
in related sectors
Detailed sector research including
competitors, suppliers, customers,
related products and markets
Detailed company research
Sector news and current issues
• Substantial acquirers database –
we have access to numerous global
acquisition history sources which assists
us to identify specific strategic acquirers
on a client-by client basis.
• Global Private Equity Houses – including
both Venture and Development
Capitalists, with significant funds for full
or partial acquisition.
• Global Mergers and Acquisitions
specialists and other professional advisers
– acting exclusively on behalf of the
acquisition side with retained clients,
but each with their own network of
professionals looking for acquisition
opportunities worldwide.
• Database of High Net Worth Individuals
(HNWIs) – due to the volatility of the
commercial, residential and stock
markets, HNWIs have largely changed
their focus to the acquisition market as
a viable alternative.
The aim of our global prospect
profiling is to place your opportunity
in front of as many qualified acquirers
as possible
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 3 – confidentially marketing the opportunity
Adopting a multichannel marketing approach our focus is on enticing in
key decision makers and getting your opportunity firmly in front of them.
Confidentiality
Meetings and preparation
We understand that some of your companys
facts and figures may be highly confidential.
Therefore we manage the distribution of
information to prospects by leaving out
sensitive aspects from the Teaser Document.
We obtain a signed confidentially/nondisclosure agreement, which we submit to you
for your approval, prior to the distribution of
the Information Memorandum.
It is important to prepare for all meetings.
We can help plan how to get the right
messages across, how to control the
meetings and how to deliver the key
features and benefits of your company.
Prospect tracking
Following information distribution our deal
team is firmly focused on cultivating the
prospects interest. Our aim is progress the
prospects to the next stage, a meeting.
Key considerations include:
• Focus upon supporting and promoting
the motives for the prospects acquisition.
• Setting the tone appropriate to the
prospect (e.g. understanding different
cultures and attitudes)
• Where to meet – venue preparation
(especially if on site in view of
confidentiality)
• Developing trust and rapport
• When should you discuss, or not
discuss, value
• Focusing on promoting the company,
not the seller – underplaying your own
importance
• What more do you want to know about
(intentions, management, etc.)
T: 813 898 2350 E: [email protected]kcorporate.com www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 4 – creating choice
We will employ a range of strategies and techniques to ensure that the prospects
make the best possible bid.
Fixing the timetable
Detailed bids
Information flow
By being clear with what is expected and
by when, we are able to retain control over
the process and take power away from the
prospect. It also means that the deal is run
at the pace of the quickest and most
attentive prospect not the slowest which
injects a sense of urgency and competition.
We request prescriptive bidding details from
the prospect outlining their bid criteria as
well as price. This bid criteria can include,
but is not limited to:
Rather than issue further information en
masse, it is given out in bite sized chunks
and in return for information from the
acquirer . This helps us to build a better
landscape of the acquirers intentions,
and the benefits of the deal. More
knowledge means that you are better
prepared to consider any bid.
Competitive tension
It is unlikely that prospects will ever know
how many other bids exist or the extent of
the other bids. Our Value Maximizer is
designed to create competitive tension
and choice.
• Detailed structure of the deal
• A prospects stance on key legal issues
(e.g. warranties)
• How the deal will be funded
• Intentions for the company (e.g. will it
be relocated? will staff be retained?)
• What approvals are required?
• Role for the sellers, status,
remuneration, etc.
This approach facilitates comparison
of bids and allows each key point to
be considered separately.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 5 – bidder selection
It is highly unlikely that all bids will look exactly the same and therefore effective comparison
is not straight forward. We will help you to understand the differences between the bids.
Factors may include:
Overall price
On-going involvement
Empathy
The most emotive factor, but often the
highest price is not the best bid for you in
achieving your objectives.
Are you required to stay in the company
and if so, in what capacity and for
how long?
Could you work with the prospect post
transaction, and what impact may this have
on any deferred or contingent consideration?
Deal structure
Are you to be remunerated?
Deliverability
How the deal structure impacts on you now,
and in the future:
Timescales
One deal that looks better on paper may
not be as deliverable as another (e.g. may
need to raise external finance). This is possibly
the most important factor in choosing
the prospect.
• How much cash day one?
• What is the nature of any deferred
payments - (e.g. are they secured and
if so how)?
• Are there retention accounts?
• Is future consideration fixed or dependent
on future performance?
• Is there an upside for over-performance?
How quickly can each party complete and
what level of due diligence is required?
Who are their advisors and lawyers and
do they need additional approvals?
Intentions
Do the prospects plans for the company
accord with your wishes and how might
this impact on the future for your staff?
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Your Lawyers and Advisors
We would liaise with your Lawyers and
Advisors to ensure that they too have any
information they required to assist them and
assist you with your decision making process.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
stage 6 – the close
A deal is now agreed in principle and the prospect will usually be afforded a period of
exclusivity to undertake the necessary validation of the company. This process is likely to
take a number of weeks, but if managed effectively it can be relatively straightforward.
Agreement in principle
Project management
Managing bottlenecks
Once you have considered the bids, taken
advice and made your decision we prepare
an outlined in principle bid document
which we call, Heads of Terms. This document
sets out the spirit of the agreement between
the seller and acquirer and gives both parties
confidence to instruct lawyers and financial
advisors to carry out professional due
diligence and negotiate the letter of intent
and sale & purchase agreement.
There are a number of parties with differing
objectives to the transaction; we set out
a clear timetable and close plan that
all parties agree to. We monitor and drive
the delivery of the deal milestones against
this timetable. This fosters ownership
and accountability.
In almost all deals, issues can arise that are
not core to the company but which need
resolving. Our experience enables us to help
resolve these as quickly as possible and
maintain momentum.
Such parties include:
The process can be a stressful and
emotional rollercoaster for both acquirer
and seller and feelings can become frayed,
potentially damaging relationships and
jeopardizing the deal. We can act as a
buffer to keep things on an even keel and
help raise issues in a constructive way.
• You
• The buyer
• Due diligence providers
• The buyers financial advisors
• The lawyers
• Any of your staff who needs to be brought
into the loop to facilitate an effect close
(e.g. Financial Controller)
Due diligence
We can help you to collate any information
requested by the acquirers due diligence
providers and advisors.
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Act as a buffer
Legals
We can help with the appointment of a
corporate lawyer to assist you with your
decision making process and to draft the
legal documents on your behalf, as well
as assessing, explaining and helping with
discussions on any commercial points.
our vital statistics
At Benchmark International we believe in setting the standards and our credentials
are further proof that we deliver what we say.
Our fresh and forward thinking approach
enables us to constantly deliver our
clients expectations :
• The team at Benchmark has dealt with some
500 company sales, with an aggregate value
in excess of $4billion.
• Our International market intelligence team
has access to comprehensive databases of
potential acquirers.
• Benchmark managed a deal flow in excess of
$500m in 2013
• We are extremely proud to report that 2013
resulted in a record level of transactions for
Benchmark International
• US offices: New York | Tampa
• International offices: | Hong Kong | London |
Dublin | Singapore | Edinburgh
If its results you are interested in then look
no further. When you instruct Benchmark
International to sell your company you will
be working with a tight knit team that only
cares about you and your deal.
We are not a volume web listing operator
and do not allow ourselves to become
swamped in a plethora of instructions.
Your success and results
are what we are about!
Our ethos is to give a quality, results-driven
service whilst maintaining confidentiality.
Our offices allow us to leave ‘no stone
unturned’ when it comes to finding your
acquirer. Each office has exclusive prospect
databases which each office can ‘tap’ into,
to find that special acquirer. Fully networked
was can deliver motivated overseas
prospects that are looking to enter the
US market.
Results that speak for
themselves
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com
Take the Next Step
take the next step to exiting your company
for maximum value.
Speak confidentially with one of our experienced specialists today.
Call us on (1) 813 898 2350
Fax us on (1) 813 280 9871
Email us at [email protected]
Visit us online at www.benchmarkcorporate.com
T:
T: 813
813 898
898 2350
2350 E:
E: [email protected]
[email protected]m www.benchmarkcorporate.com
www.benchmarkcorporate.com
US Offices: New York | Tampa
UK offices: London | Manchester | Bristol | Edinburgh | Belfast
International offices: Hong Kong | Dublin | Singapore | Cape Town
Our offices allow us to leave ‘no stone unturned’ when it comes to finding your acquirer. Each office
has exclusive prospect databases which each office can ‘tap’ into, to find that special acquirer.
Fully networked was can deliver motivated overseas prospects that are looking to enter the US market.
Benchmark International Company Sales Specialists LLC
Corporate Headquarters
Bay Center One
th
7 Floor, 5426 Bay Center Drive
Tampa
FL 33609
T: 813 898 2350
F: 813 280 9871
E: [email protected]
W: www.benchmarkcorporate.com
T: 813 898 2350 E: [email protected] www.benchmarkcorporate.com