Sales of Businesses | Achieving best value

Crucial assistance in achieving best value

The sale of a business is a major event for its owners. Having developed the business, great care is required in maximising its value on sale. Specialist corporate finance advice is crucial in order to achieve the best possible result.

It may be that all the owners of the business wish to sell immediately, in which case Corbett Keeling will help find a suitable trade or financial buyer for the entire business and execute the sale. In other circumstances, the owners of a business may have divergent interests: some may be keen to sell while others want to remain in ownership, in which case Corbett Keeling may arrange for one shareholder to buy out another – or for a third party to replace the selling shareholder.

Alternatively, the owners of a business may wish to sell over a period of time. For example, a financial owner may seek to improve its annualised rate of return by arranging for the investee business to borrow funds to buy back part of its stake. Likewise, an owner manager may regard having too high a proportion of wealth tied up in one company as too risky and may arrange to make a partial exit by bringing in an equity partner to buy a stake in the business. In either case, as well as taking cash out the owner leaves some equity in the business to share in the future upside.

In order to maximise price, access to the widest possible range of buyers is vital. In some cases, likely trade buyers may be all domestic, but in others they may equally come from overseas. Corbett Keeling has therefore formed a joint venture with Buckingham Corporate Finance (www.buckinghamcf.com), a member of an international M&A network.

	Using its extensive network of contacts among sources of funds, Corbett Keeling is also able to arrange sales of businesses to financial buyers. The financial buyer may be a private equity fund manager carrying out an institutional buy-out (‘IBO’), or funds that require the business for sale to become quoted via an accelerated initial public offering (‘accelerated IPO’). In either case, Corbett Keeling’s ability to access these sources of funds increases both the likelihood of achieving a sale and the value at which it is eventually completed.

In helping its clients with the sale of a business, Corbett Keeling:

•	develops a sound knowledge of the business to be sold;
•	researches the sectors most likely to contain a potential buyer;
•	designs the sale process to achieve the objectives of the seller(s) and reflect their unique aims – in this respect, the requirements of a private individual or family owner may, for example, be different from those of a financial or trade owner;
•	prepares and discusses with its client long and short lists of potential buyers, including, where appropriate, those from overseas – agreeing with the client which buyers to approach and when;
•	evaluates the level of interest and quality of each potential buyer through personal contact and using an anonymous profile of the business;
•	prepares a sale memorandum about the business and controls its confidential distribution to potential buyers;
•	manages the sale process and timetable to its client’s best advantage, monitoring information flow, arranging and attending meetings, and receiving bids;
•	advises on the structure and negotiation of the transaction;
•	assists with the formulation of heads of agreement;
•	monitors the due diligence process; and
•	advises, in conjunction with lawyers, on the completion of the deal.

	Corbett Keeling has good contacts across industry sectors, and within investment banks, financing institutions and firms of professional advisors. It subscribes to relevant corporate finance databases that enable it to identify likely buyers of any given business and, in appropriate circumstances, is able to bring specialist sector expertise to bear on transactions.

Corbett Keeling is therefore well positioned to identify the most likely potential buyers of a client’s business and advise on how best to complete the sale and maximise the proceeds. The firm’s team has a track record of successfully advising on sales of businesses.