When contemplating or preparing for a transaction it is important that an experienced team is assembled. While the M&A advisor handles preparation, presentation, marketing, negotiation and the other myriad phases involved with the transaction, other expertise is needed. It is critical that the legal team be led by an experienced…

Adequate working capital is generally assumed to be part of the transaction in lower mid-market transactions. This can be a source of disagreement and misunderstanding. From a transactional point of view, working capital usually includes inventory plus accounts receivable less accounts payable. Cash is rarely included and short term debt,…

A question that often emerges when reviewing proposals for acquisition with owners is the exclusivity period. Most Letters of Intent contain a “no shop” phase of 60 to 90 days where ownership and advisors are prohibited from formally seeking other interested parties or entertaining any other offers. Why agree? First,…

We generally include an Indication of Interest (IOI) in our sales process. This is not the same as an LOI – letter of intent – but is still an important part of the sales process. Here’s why. An IOI is an informal proposal while an LOI is more definitive. It…