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Professional deal management

Our core competence lies within corporate/management consultancy in the field of mergers and acquisitions, and/or consulting managers who are seeking the way into entrepreneurship and want to capitalize on their knowledge. Whenever a new strategic direction has to be set on the corporate or private level, we contribute to the achievement of goals and thereby the minimization of risks. These specialized knowledge and experience backgrounds - especially in technology-oriented industries - are not only appreciated by manufacturing companies, yet by trading and service providing businesses as well.

Succession

According to latest news more than 675.000 companies have to find a successor within the next ten years. Since many small and medium-sized companies are family run business, the question of succession is critical if the family have no members qualified and willing to take over the management. It is crucial to find the right successor to the right time, not in the last days before retirement. We help in searching and introduce financial investors.

Sale of the company

The sale of a company is based on absolute trust between client and consultant. Therefore, we work exclusively for you and you can always trust in your advisor or the team of consultants being there for you the whole time. The consultant is accountable for finding the ideal buyer, who will pay the expected price and continue to lead the company successfully. If this approach doesn't suit you or is even thought of as interfering, we would help you present your company in such a way as to make it as attractive as possible.

Indeed, we have the necessary connections for finding the right buyer. Besides our own M&A database (with several hundred potential buyers) and an international network, we also have good contacts with a large number of private and strategic investors. On top of that, we continually nurture our business relationships with serious colleagues at our home country and abroad. The real challenge begins after the potential buyers have been selected and the favourite purchaser has been identified. The important thing now is to supply the latter with the important and correct papers and to start negotiations. The main reason for the failure of planned company sales is actually not the purchase price, but the insensitive handling of the interests of the two, usually very emotional, counterparts. We are very familiar with the usual arguments and can thus defend your sale price expectations and will arrange for a timely completion of the transaction. Afterwards, you will be able to look for new horizons.

For legal and taxation matters we consult with longstanding cooperation partners, who are well versed in these complex subjects. We are indeed also happy to work in confidence with your tax advisor/accountant and/or solicitor, should you wish so.

Valuation of the company

One of the most important factors of any transaction: The price. Hence the company and its value must be analyzed and determined right at the start. Consequently, this will directly or indirectly govern many of the subsequent steps and arrangements. Therefore, a competent and a market-realistic valuation can often anticipate the purchase price that will actually be attainable, which in turn will create early clarity on as how to proceed for the best results.

The actual economic value of a company is a much discussed subject not only at the point of sale or purchase. A qualified company valuation is also the basis of the purchase price in cases of internal successor appointments, the admission of investors, employee shareholdings or when settling differences of opinion between individual shareholders, etc. In the course of the last few years, the international EBIT valuation method has been enforced in Germany, too. However, depending on the type of company, on the reason for the valuation, and the lifecycle of the company, the following methods may also be applied:

· Gross Rental Method
· Discounted-Cash-Flow-Method (DCF)
· Price-Earnings Ratio Method
· Net Asset Value Method
· Liquidation Value Method
· Stuttgart Method
  etc.

Purchase of a company

Whether you are involved as a company or as a private individual, buying a company or a share thereof is always a crucial step. Whoever dares such a step is soon confronted with a multitude of complex interrelations, organizational headaches and economic problems. Large, small, good and bad companies, like any other product, are offered on the market, yet there is the dream company to be found out there. We definitely also approach firms, which had not planned to sell and thus provide you with possible alternatives.

This marks the start of the actual challenge for you as buyer and for us as your consultants, which is to make sure that you will own your dream company at the desired price. During those ‘hot’ entrepreneurial phases our experience from the many completed deals can reliably guarantee success. Not only that, but you will want to make sure that the deal will be worth it on the long run, and that the future profits will be high enough so that the purchase price – and its carrying charges - will be recuperated within a reasonable amount of time. We will take care of that. And should your available capital not be enough, we will source additional co-investments as equity or borrowed capital. Because we also want to see your baby grow, we are delighted to accompany you during the post merger process. Should you also have a good eye for a bargain buy, you will find that we are just the right partner for you. We can help you to develop a profitable company from the ‘adjourned game’ for 1 Euro. Buying at a good price, improving, selling and buying again, that’s what the successful professionals do.

For legal and taxation matters we consult with longstanding cooperation partners, who are well versed in these complex subjects. We are, of course, also happy to work in confidence with your tax advisor/accountant and/or solicitor, should you wish so.

Management Buy-in and Buy-out

When you have spent years in a management position or as a company’s executive director, solely deciding or codetermining the fate of the business, a time will come when you will start looking for an opportunity to capitalize on your knowledge and your acquired abilities. This means that you will want to purchase a company or a share thereof in order to really be able to make independent decisions and to be in control of your professional future, without being dependent on the irreproducible decisions of others. We will be pleased to support you in such cases, beginning with the definition of the target company that suits you – where we will gladly make use of our experience – up to completion of the contract, which will open the door to your entrepreneurial future.

Whether you choose a buy-in, i.e. becoming a company’s management by buying it, or prefer to pull the strings of the company yourself as an experienced company manager (buy-out), the transaction has to be successful, as this will usually be your only chance. Throughout each and every one of these phases we are your experienced and trusted partner, who will make sure that you reach your goal – a company of your own. As the case arises, we will agree with you about which activities will be carried out from your side and which ones from ours. For instance, it may especially be useful to build on our practical experience in determining the economic value of the company. Or should your financial possibilities be limited, we can raise additional equity or borrowed capital for you. Arranging subsidies is another example of our responsibilities to help you set up your business.

For legal and taxation matters we consult with longstanding cooperation partners, who are well versed in these complex subjects. We are, of course, also happy to work in confidence with your tax advisor/accountant and/or solicitor, should you wish so.

Due Diligence

When you spend money you want to know what you are going to get for it. The same applies when buying a company. In this case, it is especially prudent to examine the matter, as a lot of money - your money - is always at stake, so is the jobs of the employees. After signing the letter of intent and before the completion of the purchasing contract, the seller must make all the papers requested by us available – which is a long list – so that the company can be screened from all aspects, for example from economic, legal and taxation viewpoints. This eliminates the risk of a rude awakening after take-over. Possible skeletons in the cupboard must be identified before the purchase. And the thorough checks are worth it. If, for example, situations are uncovered which the seller either kept quiet about on purpose or was genuinely unaware of, we will have the necessary ammunition to push the sale price down or - in the worst case scenario - even stop the transaction completely.

For this reason we often recommend the seller, before he even offers his company up for sale, to have a vendor’s due diligence carried out. This means checking the company over just as if he wanted to purchase it himself. This can uncover weaknesses which can then be corrected to avoid a situation where a buyer would be able to negotiate a huge discount at a later stage. That could turn out to be very expensive, since there is always a lot of money involved. We are happy to carry out the due diligence with a cooperating accountant and attorney and also organize the date.



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