Selling your Business

What is involved and what is HGA's role?

We manage every aspect of the sale process - don't worry if you haven't done it before - we have lots of times!

The sale process and our role is summarised as follows:

Pre-sale planning and preparation

When grooming the business for sale or making it investment ready, we will help you identify, prioritise and resolve issues. These can be either value detracting or issues that could present hurdles further down the track. We challenge your business even harder than a Purchaser will - ruthlessly! We have learnt through experience - we know that your issues are unique and we need a unique approach to resolve them.

We also help you establish the communications plan with your workforce. You will only want people to know what is happening when you have as much certainty as possible about the deal. We will help you get this right to maintain confidentiality and to get the deal delivered.

Your professional team
(Tax, accountants, pensions, property, lawyers to name but a few!)

You may already have people helping you through this process. Are they right for you and your deal? We will advise you on the specialist advice you need - and can point you in the right direction, but we will never compromise our independence and duty to you.

If we believe that an advisor may let you down, it means our deal and our livelihood is being jeopardised too - so we'll tell you and justify our comments.

Preparation of the Sale documentation

We will prepare the Sale Memorandum, with your input. This is the main marketing document used to communicate key information on the business. The image portrayed by the Sale Memorandum is key - it can add real value if the image is correctly presented.

Our documents are pithy, focused and to the point. Purchasers don't want or need huge volumes of background information - they need to salient points that show your business in its best possible light.

We ensure the back up is in place to support what the Sale Memorandum states. This attention to detail at an early stage is critical and is often overlooked. We know, when and why a Purchaser will want to see this detail. Consistency of message is fundamental to building trust.

Target identification

With your input, we create the list of potential acquirers. We filter the target buyers to ensure the chosen candidates value your business more than others would - e.g. cost synergies, product gap, talent shortage and similar. We also ensure those people who are not serious about buying or can't afford it - or are simply trying to gain competitive knowledge - are weeded out.

You don't learn this part of the process at College - your instinct tells you and you must question hard to unearth the motives of prospective buyers.

Discretion and Confidentiality

After your approval, we make a direct personal approach to these target buyers, on a discrete and confidential basis. Only once our Confidentiality Agreement has been signed, will your identity be disclosed and the Sale Memorandum released.

Meetings with potential Purchasers

We arrange, lead and attend all meetings with potential acquirers and help you prepare the necessary handouts, presentations and information packs.

Ensuring competitive bidding

We endeavour to arrange offers to arrive at the same time allowing you to compare offers and to sending a message to the Purchaser that they are not alone. This is another "black art" - don't scare them off but keep the deal momentum.

Content of bids

In addition to headline price, we will press the Purchaser to provide details of funding, deal structure, principle assumptions and conditions, deal timetable, due diligence requirements, proposals for fees, and if appropriate their plans for the business. We will look at these offers "in the round" and we will advise you on which one should be chosen as the preferred bidder. Remember if it seems too good to be true it probably is! The highest initial bidder is not necessarily the preferred bidder. Deals must be credible and deliverable, and you must be able to trust the other party.

Is that really the best you can do?

We always ask the question before a preferred bidder is chosen. On your behalf we squeeze what we can without losing you the deal. For example additional financial security can be won from Purchasers which may seem to cost little at this time but can be invaluable to you later.

BEWARE - the "pendulum of control" swings from you to the Purchaser once Heads of Terms have been signed!

Due diligence

This is a critical stage of the process. Deals that have not been planned and businesses that have not done thorough preparation fall down here, usually because a breakdown of trust or due to lack or information.

You can lose a lot of value in a deal by messing up in due diligence - Purchasers know this and often deliberately sign up to higher deal values believing that they can chip the price in this phase. We don't let them do this to you - and the bidder that came second is always our next best friend!

Closing the deal

We treat each deal as if it were our own. All the hard work to date can be lost if a deal is not actively project managed until the ink is dry on the contracts. We manage the deal in minute detail - each advisor, each document each action - it all must come together. When we see the cash in your bank, after a brief celebration that's when we get paid!