Strategies for

Getting a Great Sale Price for Your Company

Mark Ostrynwww.strategiccompanysales.com02 9982 7151

4x

2x Profit

2007 2011

0

500,000

1,000,000

1,500,000

2,000,000

EBIT

EBITListed Price

Liquidation Value

Historical EBIT

Projections & Enthusiastic Buyer

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Sale Value

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Value Enhancers

Value Chain

Suppliers Inbound Channels

Your Compan

y

Outbound

Channels

Customers

Opportunity….

Liquidation Value

Historical EBIT

Projections & Enthusiastic Buyer

0

500,

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1,00

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Sale Value

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Strategic Sale

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Sale Value

Strategise Potential

Build Value & Target Buyers

Develop Competiti

ve Tension

Transact Effectivel

y

Transition Smoothly

Strategic Company Sales

Appoint Advisors

Agree Strategy

Solicit Interest Outboun

d Marketin

g

Direct Approac

hesQualify Interest

One Page Teaser

Confidentiality

Agreement

Information

Memorandum

Meetings with Owner

Negotiation & Non Binding

Offer

Finalise Preparation of Data

Room

Buyer Due Diligence

Vendor Due

Diligence on Buyer

Binding Offer

Submission &

Acceptance

Other Financial &

Legal Agreement

s

Deal Close & Payment

START

FINISH

FINANCIAL, LEGAL, INSURANCE, SALES AGENT, COACH

CO-ORDINATE & PROJECT MANAGE WITH EXTERNAL TEAM & STAFF (?)

SELECTIVELY PUBLICISE & APPROACH KEY POTENTIAL BUYERS

BUYERS GOALS AND CAPACITY TO PURCHASE

KEY SELLING PROPOSITIONS

NDA TO INTERESTED PARTIES TO INCLUDE NON SOLICITATION

FULL COMPANY DETAILS & OPPORTUNITIES TO SERIOUS BIDDERS

COMPANY PRESENTATIONS & Q&A’S

BUYER OFFER - HEADS OF AGREEMENT / TERM SHEET - SUBJECT TO DUE DILIGENCE

RELEVANT COMPANY DOCUMENTS

ACCESS TO ALL INFORMATION ON SELLER / BUYER

SALES & PURCHASE AGREEMENT

NON COMPETE, EMPLOYEES AGREEMENT SHAREHOLDER AGREEMENTS ETC

Business Broker

(Ringleader)

Buyer

Insurance

Buyer’s Lawyer & Accounta

nt

Legal

Accounting &

Financial Planning

Property / Capital Sales

Why are you selling?

What are your plans after the

sale?

Why is your asking price reasonable?

How much do you really earn

from the business?

How has your business grown in recent years?

How will your business

transfer and run without

you?

Why will your customers

remain loyal?

What are the key risks to

your business?

What payment terms are you

open to?

Strategic

• Market & Competitive Position

• Future Opportunities & Threats

Financial

• Financial Statements

• Assets & Liabilities

• Taxes

Legal

• Contracts & Leases

• Intellectual Property

• Law Suits

Employees &

Suppliers

• Satisfaction & Retention

• Quality• Compensation

Other

• Systems & Technology

• Environment & Green Issues

DueDiligence

Deal Structure

Base Price

Vendor Finance

Earn Outs

Non Competes

Employment /

Director

Lease Back

Escrow / Staged

Payments

Strategic Company Sales (02) 9982 7151