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It’s only agreed when it’s all agreed – M&A Deal Making

It's only agreed when it's all agreed

M&A negotiations can become acrimonious when you get to finalising detailed documentation. This often arises due to surprises in DD or differences in understanding of a letter of offer, or, the letter of offer misses important items. This may cause delays and changes to price with the deal eventually called off. Significant costs are incurred […]

Author: Jonathan Seddon 08/11/2019 Filed Under: Sell Tagged With: business sale, Business value, selling a business

Formula or Number when Pricing M&A Deals?

Should business sellers use a formula or number when pricing M&A deals? Prospective buyers and sellers each have their own methods, rules, calculations and process for determining prices, values and offer ranges. Offers may be structured as a calculation of past and future earnings. For example, one buyer may value a company on trailing twelve […]

Author: Jonathan Seddon 22/08/2019 Filed Under: Sell

Buyer Exclusivity in M&A Deals, What are the Risks?

Virtually every M&A deal has a buyer exclusivity period meaning that the seller agrees to discontinue marketing and to stop actively looking for buyers. This is also known as “no shop” period during which the seller agrees to exclusively court the selected buyer preventing their soliciting, negotiating or entering into agreements with other buyers. There […]

Author: Jonathan Seddon 22/05/2019 Filed Under: Sell, Transactions

Business Sale Price Multiples

Business sale price multiples are functions of “factors” such as earnings, EBITDA, EBIT, revenue or some other multiplier, neither of which are “set in stone” and are not precise. Factors and multiples vary with every business sale depending on many issues and the structure of each unique business deal. In pricing a business using EBITDA […]

Author: Jonathan Seddon 31/01/2019 Filed Under: Buy, Sell, Transactions Tagged With: business sale, Business value, Normalised EBITDA, selling a business

When to Sell a Business, an Owners Dillema?

“When to sell a business” is a question often on the mind of business owners. The quick answer from a veteran owner of many businesses is “the best time to sell is when nobody wants to sell”. When business is good, owners tend to hold on to them despite their being many buyers with strong […]

Author: Jonathan Seddon 06/12/2018 Filed Under: Sell

M&A Buy-Side Fees, Risks and Challenges

For M&A Advisors, buy-side representation is inherently more problematic and risky than representing a sell-side client. On the sell-side, an advisor is representing something other people want (always an advantage). When representing the buy-side, we are trying to acquire something someone else owns and perhaps others are interested in too, obviously not as good a negotiating […]

Author: Jonathan Seddon 30/07/2018 Filed Under: Buy, Sell, Strategy, Transactions Tagged With: advisory, Buy-side, fees, M&A Advisory, prospective buyers, selling a business

M&A Success Fees Explained – (Sell-Side)

In order to maximize transaction value, Middle Market sellers and their M&A advisors know that it is in their mutual best interest to reasonably compensate advisors, this typically includes M&A success fees. Where M&A success fees and retainer fees are too low, good advisors will generally walk away from the opportunity with the seller probably […]

Author: Jonathan Seddon 25/05/2018 Filed Under: Sell Tagged With: advisory, business sale, M&A Advisory, Preparation, Sell-side, selling a business, Transaction

M&A Intermediary Services Agreement Explained (Sell-Side)

For privately owned middle market companies the sale of a business is often complex, influenced by the type of business, the market, the buyer, deal structure and potential liabilities. Most deals are unique regarding price and price structure, earnouts, escrows, employment contracts for owners, the owners’ personal tax position, intellectual property ownership, business properties and […]

Author: Jonathan Seddon 25/05/2018 Filed Under: Sell, Transactions Tagged With: advisory, business sale, fees, Legal, Sell-side, selling a business, Transaction

Anyone Can Do M&A – Right?

A middle market business owner who chooses to represent himself in the sale of his own business will never know the value of the offer never received, or the deal terms that never were negotiated or the financial sum he left on the table. Why do owners shun M&A Advisor or engage inadequate inexperienced professional […]

Author: Jonathan Seddon 24/04/2018 Filed Under: Buy, Leadership, Sell, Strategy, Transactions Tagged With: advisory, M&A Advisory, optimising price, selling a business, Transaction, Valuations

Confidentiality and M&A – Managing Information Disclosure

Typical confidentiality stages in an M&A Sale Program are defined by the phase of the sale process. Confidentiality and M&A, the managing of confidential information and who can access company confidential information is a key activity managed by the M&A advisor as part of  the M&A sale process. Key documents provided to prospective buyers in […]

Author: Jonathan Seddon 09/04/2018 Filed Under: Buy, Sell Tagged With: advisory, NDA, Preparation, Transaction

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Jonathan Seddon: +61 418 597 120

Simon Wilson: +61 425 833 631
email: info@gotoOptimal.com.au
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