Sell a Business

Deciding to sell a company is one of the most important and difficult decisions a business owner will make, yet few owners have the time, experience and resources needed to handle such a complex transaction effectively – and it’s always a complex transaction regardless of how large or small the business is.

HOW CAPITAL CAN HELP:

Maximize the value of your business by showing its true earning capacity.

In the sale process, the owners have the opportunity to realize the value of the companies they have built over many years. However, a sale process that is not executed properly can also significantly diminish the value that the owner will realize. Therefore, it is absolutely crucial for the business owners to engage a specialized and experienced corporate finance advisor who can run and execute a professional and efficient sale process which is aimed at maximizing the sale value of the business.

Getting ready with properly packaged information

In some instances, we begin working with our clients prior to the sale and help them polish and position their business for an effective sale – a typical private business requires a good deal of polishing before it is ready to be sold. It is crucial to a successful deal closing how the seller communicates and provides properly packaged information to the potential buyers. We prepare our clients well ahead of time and organize all the required information to handle proper communication and provide potential buyers with properly packaged information. Quite often, potential buyers, although very interested to acquire the business, turn away because they cannot obtain relevant information in appropriate shape and form and in turn cannot complete their due diligence.

Identifying and assessing prospective buyers.

Identifying potential buyers and properly presenting the business is crucial to any sale process. We are in regular contact with many investors and potential buyers who actively seek to acquire business across various sectors in Malaysia. We know what characteristics these buyers look for in a business and we know how to present opportunities to them in a proper fashion.

Managing the whole process by working with various advisers and parties involved in the deal

Too often business owners obtain advice from various accountants, lawyers, brokers and other general advisors who may play an important specialist role in the process but do not have the comprehensive transactional experience required to efficiently and professionally coordinate the entire sale process. Our team at CAPITAL is highly experienced in company sale transactions and can help the business owner navigate the complex sale process with the objective to maximize the sale value.

We are dedicated to provide highly professional services in executing sale processes for business owners of medium-sized companies (typically with revenue ranging from RM5-100 million). We are equipped to take charge of the entire sale process from start to finish and also coordinate with other advisors (lawyers, auditors, tax) that may be necessary to successfully complete the transaction. We are also experienced in situations where the business owner requires assistance only at a certain stage of the sale process such as negotiating the terms with a known buyer or reviewing/preparing the documentation.

THE SELLING PROCESS

We manage a logical and disciplined selling process specifically designed to meet the needs of middle-sized companies. This process is flexible enough to suit the needs of any type of business. A typical sale process runs through the stages described below.

Analyzing the Business. We study the client’s business to thoroughly understand its operations, markets, competition, and prospects. We evaluate the risks and growth potential of the business looking for key success factors and areas for possible profit improvement. Our analysis provides the groundwork for our advice and assistance during the selling process. Our detailed understanding of the business processes and value drivers enables us to effectively position, package and present the company to potential buyers.

Valuing the Business. Properly valuing a business requires detailed knowledge of the company and an assessment of its future within the context of its industry (competitive environment) and the general economic climate. Our valuation considers the market value of comparable companies, the cash-generating capacity of the business, possible buyer financing scenarios and a number of qualitative factors. These valuation factors provide the foundation for negotiating the sale price with potential buyers. Well accepted valuation methods such as company comparables and discounted cash flows are used to determine appropriate value of the business, which will ensure required return to its owners.

Marketing the business while protecting your confidentiality. We work closely with the business owner to design a marketing program to best meet the seller’s objectives related to price, taxes, treatment of management and employees and other related issues. From our contact list of prospective buyers, market contacts, research and discussion with the seller, we prepare a list of buyers for the client’s approval. Our goal is to identify corporations, individuals and investment groups most likely to appreciate the true value of the company.

Packaging and Presenting the Business. We prepare an offering memorandum to provide prospective purchasers with all the key information about the company that such buyers require to start their acquisition process. This professionally prepared document contains a written analysis of the company, industry, historical financial statements, financial projections, asset listings and other information useful to prospective buyers. In addition to accelerating the selling process and reducing the owner’s time burden, a properly prepared offering memorandum indicates the sincerity of the project.

Contacting and Screening Potential Buyers. We contact prospective purchasers directly. Each interested buyer is often required to sign a confidentiality agreement (NDA) before we reveal the identity of the company or provide any detailed information.

Negotiating with potential buyers to maximize your sale value. Negotiation with interested buyers is one of the most sensitive and important stages in the selling process. We typically coordinate simultaneous negotiations with several qualified buyers. We believe that creating a controlled competitive atmosphere usually results in the best price and terms for the seller. However, in certain instances, it makes sense to run a semi-competitive process whereby the most serious potential buyer is granted exclusivity for a limited period of time to complete the transactions. In particular the financial buyers are often reluctant to spend the time and money required for completing final due diligence and the sale documentation unless they have exclusivity on the transaction.

Analyzing and Responding to Offers. As an intermediary in the presentation of proposals, we can buffer emotional reactions which may arise from the conflicting goals of a buyer and a seller. Our experience enables us to assess these goals and suggest optional deal structures which have worked in other transactions. By building relationships with serious buyers, we also are able to provide feedback to the seller about the maximum price each buyer is likely to pay.

Coordinating the Closing. Even after an agreement on price and basic terms is reached, much work remains to consummate a successful sale. We maintain momentum of the transaction as documentation is prepared by lawyers. Our experience enables us to assure that the client’s interests continue to be effectively represented in this final critical stage.

Benefits of engaging us: Maximize your company’s valuation; Allows you to focus on running your business while we coordinate the selling process from critical planning stages to completion; Preserves confidentiality, preventing your plans from becoming public until you are ready.

Timetable for Selling

We take a deliberate course of action in selling a business. For the first four to eight weeks after being retained by a business owner, we analyze and value the business, prepare the offering memorandum and begin to identify prospective buyers. Only then do we begin to contact, screen and negotiate with potential buyers. The entire process can take from 3 to 9 months, with 6 months being the norm.

CONTACT US

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