Sell-Side Advisory

The decision to sell a business is one of the most important our clients will ever contemplate. Western Reserve Partners’ professionals intimately understand the significance and implications of a sale. We have personally executed more than 200 sell-side transactions. We apply this experience in our sell-side assignments to maximize the price attained while achieving the most favorable transaction terms. Each approach is tailored to our individual client’s unique needs, the seller’s financial and operating condition and relevant market dynamics. We fundamentally believe that only this tailored sell-side process can yield the superior results for which we strive.

Our sale process includes the following steps:

Assess Value
We determine likely market value and appropriate timing for a transaction. The value of the business will be influenced by a variety of factors including financial performance, industry dynamics, competitive position, technological developments, M&A environment and market timing. It is critical that our valuation perspectives incorporate these dynamic elements.

Conduct Due Diligence and Market Preparation
We “roll up our sleeves” to analyze our client’s operations, technology, financial performance, assets, liabilities, management and growth opportunities. We apply what we learn to design and draft an offering memorandum highlighting the company’s overall investment story including its history, industry, products, markets, facilities, employees, strategy, performance and prospects. These materials will be as thorough and accurate as possible, while positioning the company to present a compelling rationale for maximum value.

We prepare to go to market by identifying the full range of prospective purchasers, including domestic strategic buyers (both public and private), foreign strategic buyers (both public and private) and financial sponsor groups. Subsequently, a marketing strategy is customized for the specific transaction. The prospects may be contacted simultaneously or phased in over time as appropriate:

• Broad auction process (150+ prospects)
• Targeted auction process (15-25 prospects)
• Focused approach process (1-5 prospects)

We advocate and adhere to strict confidentiality, except in those rare instances when legal or practical requirements require a public announcement prior to closing.

Aggressively Market the Company
When our client agrees to proceed, we confidentially contact each prospective purchaser by utilizing our senior professionals’ relationships, credibility and market contacts to secure the attention of decision makers while explaining why our client should be of particular interest to the target entity. In doing so we carefully manage the distribution and tracking of marketing materials and information. As appropriate, we will coordinate and supervise management presentations and site visits for highly qualified prospective purchasers. We then assist our client to evaluate the offers and refine them in our client’s interest.

Orchestrate Final Due Diligence, Negotiations and Closing
Our knowledge of the business and the economics surrounding the myriad of legal and financial tradeoffs is critical at this phase. We coordinate the buyer’s due diligence and help resolve any questions or concerns. Our team works with our client and our client’s attorneys and accountants to negotiate the final purchase agreement and close the transaction. We guide the process to a timely closing on terms advantageous to our client.