A typical sell side engagement begins with a discussion of the key objectives of the selling shareholders. If we believe we have a reasonable probability of achieving the key shareholder goals, we sign an engagement agreement with the selling shareholders.
We then prepare the written and verbal offering material. We will ask a large number of standard and customized questions to better understand the key characteristics, liabilities, and strengths of the selling company. A briefing, or confidential offer memorandum, is normally complete within 30 days after the engagement begins.
In parallel, we compile a list of acquirer candidates from personal knowledge, our internal databases, contacts through Oaklins (formerly M&A International), confidential and blind industry inquiries, and recent industry closings.
We then contact potential acquirers with a “blind,” one-page profile or a telephone call. We provide interested prospects with a copy of the company briefing materials after signing a non-disclosure commitment.
In many cases, Capital Alliance is able to generate interest on the part of multiple potential acquirers. Through a process we describe as a silent auction, we then generate initial non-binding offers, letters of intent and, once a buyer has been selected, assist with closing documents.
In the late stages of the process, we structure due diligence and final negotiations to minimize the disruption of the day-to-day activities of the company. The interval from engagement agreement signing to the closing is typically three to nine months. The current Capital Alliance records are nine years at the long end and two months at the short end. If there are no process delays and the company is highly attractive, the process takes approximately four months.