Putting Compass to Work for You

MERGERS & ACQUISITIONS

M&A Sell-Side Advisory Services

We represent a seller, on an exclusive basis, who has decided, for any number of reasons, to sell their business to an external buyer that brings strategic value to the combination. We provide complete engagement and transaction management services with the business owner(s) in control of all critical decisions.

We will conduct the engagement utilizing our proprietary Strategic Sales Methodology:

1. Analyze client business to understand unique value drivers

2. Determine strategic goals for engagement

3. Prepare marketing materials describing the business

4. Identify and prioritize potential buyers

5. Develop buyer’s interest and preliminary negotiations

6. Obtain Letter of Intent and perform due diligence

7. Finalize negotiations and close

8. Implement post-merger integration plan

Alternatively, we represent a company (1) which has received an unsolicited merger proposal and needs help to fend off or negotiate with the suitor, which may involve locating an alternative bidder, or (2) which has had discussions, even negotiations with a friendly third-party and needs technical support, negotiating assistance or fairness opinion.

M&A Buy-Side Advisory Services

In these cases, we represent the purchaser of a business. The purchaser may be an individual, a company or a private equity group. This typically involves transactions (i) where we initiate the transaction by bringing the potential acquisition idea to the client or (ii) where the client has already identified or even initiated discussions with the acquisition target. Depending on the circumstances, we assist our clients by:

  • Valuing a target business
  • Analyzing the financial impact of the acquisition
  • Developing the purchase proposal and negotiating strategy
  • Negotiating the terms of the purchase
  • Arranging financing as required
  • Performing due diligence

FINANCIAL RESTRUCTURING

We understand that most successful entrepreneurs will accumulate an increasing percentage of their personal net worth in their business. Access to such wealth can often be limited by annual distributions subject to unpredictable economic climates and regulatory guidelines.

In making a decision to recapitalize their business, owners balance the desire for liquidity in estate planning against the loss of operational control. We can assist in structuring a transaction, which allows a business owner to achieve personal liquidity and retain some operational autonomy.

CORPORATE DIVESTITURE

Regardless of the economic environment, corporations regularly label independent businesses as “non-core.” Orphaned divisions are often ignored strategically. We partner with existing management to acquire such divisions, assist in establishing stand-alone corporate services where needed and, if necessary, locate a seasoned CEO. Once separated from corporate bureaucracies, these businesses can thrive as independent entities when provided with appropriate capital resources.

We assist corporations in divesting these divisions or can represent private equity sources looking to capitalize on these opportunities.

MANAGEMENT BUYOUT

A common transaction is the purchase of a private business by incumbent management, especially where family succession is not an alternative. We facilitate transactions for business owners who are already retired or want to retire and provide them with complete or partial liquidity, while ensuring that current management will continue to run the business