Second Annual Conference September 16, 2015 to September 18, 2015 Chicago, IL

Size: px
Start display at page:

Download "Second Annual Conference September 16, 2015 to September 18, 2015 Chicago, IL"

Transcription

1 Second Annual Conference September 16, 2015 to September 18, 2015 Chicago, IL

2 Mergers and Acquisitions Primer for Service Contract Providers Brian T. Casey, Esq. Partner, Co-Chair Regulatory & Transactions Insurance Practice Group Christopher L. Gillock Managing Director and CEO, Colonnade Securities, LLC Dominic Hood Vice President, Flexpoint Ford September 18,

3 Why Investors Like Service Contract Providers Strong cash flow Sticky customers Diverse customer base Fragmented, but large market - $40 billion p.a. Important product for customers Scalable Good exit options 3

4 Valuations of Service Contract Providers the Science and the Art Science Comparable transactions Value of comparable public companies Discounted cash flow analysis Leverage buyout model Art Growth opportunities Quality and depth of management Product/strategy differentiation Brand and reputation Math = valuation range Intangibles = location in the range 4

5 The Deal Process - Preparation 2 3 years prior to targeted sale date Accounting financial reporting, audits, pro forma financial adjustments Legal documentation of ownership, governance, records, resolution of disputes Operations documentation of all policies and procedures, budgets, business plans 5

6 The Deal Process - Execution Phase I 1 Due diligence by advisor 2 Data collection and review 3 Due diligence meeting with senior managers and owners 4 Develop sale strategy 5 Review and amend potential buyers list 6 Prepare offering materials 7 Create and finalize financial model 8 Prepare confidentiality / non-solicitation agreement Week Phase II 1 Initiate calls with potential buyers (no name basis) 2 Obtain signed confidentiality / non-solicitation agreements 3 Distribute offering materials 4 Respond to initial questions 5 Prepare and rehearse management presentation 6 Populate electronic data room 7 Solicit preliminary indications of interest Phase III 1 Review indications and select participants 2 Arrange due diligence visits 3 Open data room to select participants 4 Prepare purchase agreement (or term sheet) 5 Conduct meetings with potential buyers 6 Distribute purchase agreement (or term sheet) with bid instructions 7 Answer follow on questions 8 Receive final offers with marked contract Phase IV 1 Negotiate terms with final participants and select winner 2 Final buyer due diligence ---> 3 Finalize and execute definitive agreement ---> 4 File with regulators (as necessary) and close ---> 6

7 Due Diligence Areas Accounting: Quality of earnings, tax analysis Actuarial: reserves and losses Legal: Documentation, records, lawsuits Industry: Competitive dynamics, opportunities, threats, 3 rd party market study Regulatory: Compliance, exposure to enforcement action by regulators Background checks: Owners and key executives Insurance/benefits: risk retention pools, reinsurance arrangements, captives Customers: Interviews and surveys of customers/clients 7

8 Alternative transactions Strategic buyer Clean exit for seller Integration and cost takeouts likely Focus on synergies No formal exit strategy Financial Buyer Seller expected to roll-over some equity Employment contracts required Focus on core market growth via organic means and acquisition Clear exit strategy in the 4 7 year time horizon 8

9 Earn-Outs and Holdbacks What is an earn-out? When is an earn-out used? What is a holdback? When is a holdback used? Key considerations from the seller s perspective Key considerations from the buyer s perspective Income tax considerations 9

10 Post-Deal Life of Service Contract Provider Integration and reorientation Governance Budgets and forecasts Add-on acquisitions Management of leverage/bank debt Preparing for the exit 10

11 QUESTIONS? ANSWERS! Contact Information: Brian T. Casey, Esq. Locke Lord LLP Terminus Piedmont Rd., NE Suite 1200 Atlanta, GA Direct: Fax: Christopher L. Gillock Colonnade Advisors, LLC 125 South Wacker Drive Suite 3020 Chicago, IL Direct: Dominic Hood Flexpoint Ford 676 North Michigan Avenue 33 rd Floor Chicago, IL Direct: Fax: DISCLAIMER: Mr. Casey and Locke Lord LLP ( LL ) disclaim all liability whatsoever in relation to any materials or information provided at this event. In addition, any written materials or other information provided by Mr. Casey or LL, and any presentations made generally to the participants at this event, are solely for informational purposes; they do not, nor are they intended to, constitute legal advice or create an attorney-client relationship.

mba morten beyer & agnew

mba morten beyer & agnew Business Valuation: How to Make the Most of Your Business Pooja Gardemal, CPA/ABV Vice President Business Valuation & Economic Analysis 1 About is a global consulting firm with offices in the U.S. and

More information

Insights Spring 2009. ESOP Transaction Insights. Michael McGinley

Insights Spring 2009. ESOP Transaction Insights. Michael McGinley 56 ESOP Transaction Insights Selling an ESOP-Owned Employer Corporation Michael McGinley When a sponsor company establishes an employee stock ownership plan (ESOP), the initial plan is usually (1) that

More information

An Overview of Small Business Investment Company Funds. Jonathan Kivell Commerce Street Capital

An Overview of Small Business Investment Company Funds. Jonathan Kivell Commerce Street Capital An Overview of Small Business Investment Company Funds Jonathan Kivell Commerce Street Capital Disclaimer This presentation ( presentation ) is intended solely for the Recipient and has been prepared for

More information

The M&A Process and the Role of a Financial Advisor

The M&A Process and the Role of a Financial Advisor The M&A Process and the Role of a Financial Advisor My Background 1996 University of Florida undergrad with BS in Finance 1998 Geneva Companies / sub of Citigroup doing small M&A deals 1999 University

More information

The M&A Buy Side Process: An Overview for Acquiring Companies

The M&A Buy Side Process: An Overview for Acquiring Companies AUGUST 2013 Investment Banking The M&A Buy Side Process: An Overview for Acquiring Companies Michael D. Benson mbenson@srr.com Jeffrey S. Shippy jshippy@srr.com Introduction Corporate mergers and acquisitions

More information

SELLING YOUR private BUSINESS

SELLING YOUR private BUSINESS SELLING YOUR private BUSINESS BDO Canada Transaction Advisory Services Inc. A plan for success 2 Selling your business The decision to sell is a difficult one for any business owner. While it s natural

More information

The Private Equity vs. Strategic Buyer:

The Private Equity vs. Strategic Buyer: The Private Equity vs. Strategic Buyer: Key Differences and Practical Considerations May 22, 2014 12:30-2:00 p.m. 2014 Stradley, Ronon, Stevens & Young, LLP 2 Presenter Biographies Joshua Aronson 3 Joshua

More information

Key Issues in M&A Transactions Ethical and Practical Considerations

Key Issues in M&A Transactions Ethical and Practical Considerations Key Issues in M&A Transactions Ethical and Practical Considerations Presented to: The Association of Corporate Counsel Arizona Chapter February 3, 2011 2011 Jennings, Strouss & Salmon, PLC. All rights

More information

The buying and selling of a financial planning business

The buying and selling of a financial planning business The buying and selling of a financial planning business Gavin Jordan, Partner, Ernst & Young LLP 10 September 2010 Disclaimer This publication contains information in summary form and is therefore intended

More information

Strategic Advisors Middle Market Investment Bankers

Strategic Advisors Middle Market Investment Bankers The Divestiture Alternative - An Overview Presentation Bringing Efficiency to Inefficient Markets Pittsburgh Office 400 Southpointe Blvd. Plaza I, Suite 120 Canonsburg, PA 15317 (724) 743-5800 www.strategicad.com

More information

Understanding the Private Equity Recapitalization Opportunity

Understanding the Private Equity Recapitalization Opportunity Understanding the Private Equity Recapitalization Opportunity Two powerful forces are meeting in the market today. One is the large number of business owners who are approaching the age where it makes

More information

CPAs & ADVISORS WORKING CAPITAL AND AVOIDING PURCHASE PRICE DISPUTES. Matt Klauser, CPA, CM&AA

CPAs & ADVISORS WORKING CAPITAL AND AVOIDING PURCHASE PRICE DISPUTES. Matt Klauser, CPA, CM&AA CPAs & ADVISORS WORKING CAPITAL AND AVOIDING PURCHASE PRICE DISPUTES Matt Klauser, CPA, CM&AA AGENDA What is a working capital target and post-closing adjustment? What types of pro forma adjustments may

More information

WASHINGTON, D.C. 20549. June 1 1,2007

WASHINGTON, D.C. 20549. June 1 1,2007 , SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF MARKET REGULATION June 1 1,2007 Ms. Patricia Hall Managing Director Hallmark Capital Corporation 230 Park Avenue, Suite 2430 New

More information

Baker & McKenzie LLP is a member firm of Baker & McKenzie International, a Swiss Verein with member law firms around the world. In accordance with

Baker & McKenzie LLP is a member firm of Baker & McKenzie International, a Swiss Verein with member law firms around the world. In accordance with Baker & McKenzie LLP is a member firm of Baker & McKenzie International, a Swiss Verein with member law firms around the world. In accordance with the common terminology used in professional service organizations,

More information

BUSINESS CONSULTING & EXIT PLANNING STRATEGIES

BUSINESS CONSULTING & EXIT PLANNING STRATEGIES BUSINESS CONSULTING & EXIT PLANNING STRATEGIES 455 N. Cityfront Plaza Dr., Suite 2600 Chicago, Illinois 60611-5379 T: F: 312.670.8301 Next Plateau Consulting LLC is a Chicago-based consulting firm dedicated

More information

Treasury Considers Role for Private Investors in Economic Stabilization Plan and Provides Guidance on Selection of Asset Managers and Financial Agents

Treasury Considers Role for Private Investors in Economic Stabilization Plan and Provides Guidance on Selection of Asset Managers and Financial Agents Economic Stabilization Advisory Group, Property October 10, 2008 Treasury Considers Role for Private Investors in Economic Stabilization Plan and Provides Guidance on Selection of Asset Managers and Financial

More information

Buying and Selling ESOP Companies

Buying and Selling ESOP Companies Buying and Selling ESOP Companies 1 2015 CALIFORNIA/WESTERN STATES CHAPTER CONFERENCE UNITED FOR PEAK PERFORMANCE FRIDAY, SEPTEMBER 25 Alan Weissman Independent Trustee Therese Kingsbury Miles Treaster

More information

Agreement to Acquire 100% Ownership of Protective Life Corporation

Agreement to Acquire 100% Ownership of Protective Life Corporation [Unofficial Translation] June 4, 2014 Koichiro Watanabe President and Representative Director The Dai-ichi Life Insurance Company, Limited Code: 8750 (TSE First section) Agreement to Acquire 100% Ownership

More information

Planning for a Successful Joint Venture. Ruth Fisher and Ari Lanin October 16, 2014

Planning for a Successful Joint Venture. Ruth Fisher and Ari Lanin October 16, 2014 Planning for a Successful Joint Venture Ruth Fisher and Ari Lanin October 16, 2014 Professional Profile Ruth E. Fisher 2029 Century Park East Los Angeles, CA 90067-3026 +1 310.557.8057 RFisher@gibsondunn.com

More information

for Analysing Listed Private Equity Companies

for Analysing Listed Private Equity Companies 8 Steps for Analysing Listed Private Equity Companies Important Notice This document is for information only and does not constitute a recommendation or solicitation to subscribe or purchase any products.

More information

Investment Bankers to the Aerospace and Defense Industry. Sale Advisory Practice

Investment Bankers to the Aerospace and Defense Industry. Sale Advisory Practice Proprietary Sale Advisory Practice Investment Bankers to the Aerospace and Defense Industry Financial Industry Regulatory Authority Member, Securities Investor Protection Corporation The Alderman Sale

More information

2015 MDRT Annual Meeting e Handout Material. Key Concepts of Business Ownership Agreements

2015 MDRT Annual Meeting e Handout Material. Key Concepts of Business Ownership Agreements 2015 MDRT Annual Meeting e Handout Material Title: Speaker: Key Concepts of Business Ownership Agreements David T. Lyons, J.D., CPA Presentation Date: Tuesday, June 16, 2015 10:00 11:30 a.m. The Million

More information

Rocket Internet Co-Investment Fund

Rocket Internet Co-Investment Fund Presentation1 Agenda Page [ P R E S E N T A T I O N T I T L E ] April 2015 Rocket Internet Co-Investment Fund [ C L I E N T N A M E ] 19 th January 2016 1 Disclaimer This document is being presented solely

More information

How to Maximize the Value When Selling Your Management Company

How to Maximize the Value When Selling Your Management Company WHITE PAPER How to Maximize the Value When Selling Your Management Company INSIDE THIS REPORT Rational for Selling Management Company Valuation Acquisition Deal Structure Tips to Optimize Your Exit Value

More information

10/22/2014. Over the next decade, an estimated 12,000 to 16,000 of the nation s 315,000 advisors are projected to retire each year.

10/22/2014. Over the next decade, an estimated 12,000 to 16,000 of the nation s 315,000 advisors are projected to retire each year. 1. Financial Advisor and Acquisition Statistics 2. The Essentials of a Practice Acquisition 3. Seller s Guidelines and Checklist 4. Practice Valuations and Acquisition Structures 5. Succession and Continuity

More information

IAC 11/17/10 Insurance[191] Ch 99, p.1 CHAPTER 99 LIMITED PURPOSE SUBSIDIARY LIFE INSURANCE COMPANIES

IAC 11/17/10 Insurance[191] Ch 99, p.1 CHAPTER 99 LIMITED PURPOSE SUBSIDIARY LIFE INSURANCE COMPANIES IAC 11/17/10 Insurance[191] Ch 99, p.1 CHAPTER 99 LIMITED PURPOSE SUBSIDIARY LIFE INSURANCE COMPANIES 191 99.1(505,508) Authority. This chapter is promulgated by the commissioner of insurance pursuant

More information

Vision + Va l u e. Our Achievement Is Your Success

Vision + Va l u e. Our Achievement Is Your Success Vision + Va l u e Our Achievement Is Your Success Variant Capital brings experienced professionals and a full-service investment banking process to the middle and lower-middle market. 01: about Our proven

More information

NOTE ON LOAN CAPITAL MARKETS

NOTE ON LOAN CAPITAL MARKETS The structure and use of loan products Most businesses use one or more loan products. A company may have a syndicated loan, backstop, line of credit, standby letter of credit, bridge loan, mortgage, or

More information

M&A Practice Overview

M&A Practice Overview M&A Practice Overview Build. Grow. Soar. www.ssfllp.com 925.271.8700 ABOUT SENSIBA SAN FILIPPO Sensiba San Filippo LLP (SSF) is a leading regional accounting, tax, and business-consulting firm focused

More information

Joint Ventures: A Primer

Joint Ventures: A Primer Guest Article Joint Ventures: A Primer Brian A. Smith, Esq. Freeborn & Peters LLP bsmith@freebornpeters.com Todd R. Southwell, Esq. Freeborn & Peters LLP tsouthwell@freebornpeters.com A company that excels

More information

Moving forward with mergers

Moving forward with mergers Moving forward with mergers Nelsons Connect2Law Conference 4 October 2012 Andy Poole Legal Sector Director Armstrong Watson Moving forward with mergers Why mergers are back on the agenda How mergers can

More information

Ambulatory Surgery Center ( ASC ) Transactions An Overview and Primer of Key Issues

Ambulatory Surgery Center ( ASC ) Transactions An Overview and Primer of Key Issues McGuireWoods Health Care practice is ranked 6th largest in the country by the American Health Lawyers Association. Ambulatory Surgery Center ( ASC ) Transactions An Overview and Primer of Key Issues Scott

More information

Intertain Group Limited Announces Third Quarter 2015 Financial Results $41.5 million in operating cash flows generated in Q3

Intertain Group Limited Announces Third Quarter 2015 Financial Results $41.5 million in operating cash flows generated in Q3 Intertain Group Limited Announces Third Quarter 2015 Financial Results $41.5 million in operating cash flows generated in Q3 TORONTO, October 29, 2015 - The Intertain Group Limited ( Intertain or the Company

More information

Forestry Industry FIRST Super Industry Development Conference Australian Stories: new thinking delivering added value

Forestry Industry FIRST Super Industry Development Conference Australian Stories: new thinking delivering added value Forestry Industry FIRST Super Industry Development Conference Australian Stories: new thinking delivering added value 30 October 2012 The IFM Story: Australia and US/Europe IFM manages $37 billion......

More information

UNITED STATES SECURITIES AND EXCHANGE COMMISSION. Washington, D.C. 20549 SCHEDULE 13E-3. RULE 13e-3 TRANSACTION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION. Washington, D.C. 20549 SCHEDULE 13E-3. RULE 13e-3 TRANSACTION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 E-Commerce China Dangdang

More information

Financing for the Next Level C E O - S O L O M O N G L O B A L H O L D I N G S

Financing for the Next Level C E O - S O L O M O N G L O B A L H O L D I N G S Financing for the Next Level J. LUKE WESTERMAN C E O - S O L O M O N G L O B A L H O L D I N G S Table of Contents How to get your business growth capital Overview of capital sources Debt Traditional Financing

More information

How To Choose The Right Form Of Joint Venture

How To Choose The Right Form Of Joint Venture Portfolio Media. Inc. 860 Broadway, 6th Floor New York, NY 10003 www.law360.com Phone: +1 646 783 7100 Fax: +1 646 783 7161 customerservice@law360.com How To Choose The Right Form Of Joint Venture Law360,

More information

Investment valuations in private equity buyouts

Investment valuations in private equity buyouts By Brian Gallagher, Twin Bridge Capital Partners 11 Introduction Buyout investment math (or mathematics) is the means by which investment sponsors formally analyse the assumptions they make about the past

More information

INSURANCE BROKERS AND CONSULTANTS. Merger & Acquisition Services. Pointing you in the Right Direction

INSURANCE BROKERS AND CONSULTANTS. Merger & Acquisition Services. Pointing you in the Right Direction INSURANCE BROKERS AND CONSULTANTS Merger & Acquisition Services Pointing you in the Right Direction TM CONTENTS p.3 p.4 p.5 p.6-7 Defining Due Diligence About Due Diligence Our Process Process Details

More information

A Guide to Valuing Your Financial Advisory Practice

A Guide to Valuing Your Financial Advisory Practice A Guide to Valuing Your Financial Advisory Practice A Guide to Valuing Your Financial Advisory Practice 1 If you re one of the many baby-boomer advisors in the financial services industry starting to think

More information

Venture Capital Basics

Venture Capital Basics Venture Capital Basics Presented by B. Marc Averitt Matthew V. Waterman Managing Director Partner Okapi Venture Capital Corporate Counsel Group LLP Phone: (949) 715-5555 Phone: (949) 548-1790 averitt@okapivc.com

More information

Marketing Software and Web Developer with Clients Nationwide

Marketing Software and Web Developer with Clients Nationwide Marketing Software and Web Developer with Clients Nationwide This web-development, marketing, and software company, founded in 2000, has developed a loyal, long-term client base, who appreciates its excellent

More information

Due Diligence. Due Diligence. Advisory Services. Assurance Services. Financial. Commercial. Legal / Tax. Pre-Sale / Vendor

Due Diligence. Due Diligence. Advisory Services. Assurance Services. Financial. Commercial. Legal / Tax. Pre-Sale / Vendor Due Diligence Financial Commercial Legal / Tax Pre-Sale / Vendor IAS Partner GmbH WirtschaftsprĂĽfungsgesellschaft Steuerberatungsgesellschaft Advisory Services IAS / IFRS, US GAAP Due diligence Internal

More information

Babcock & Brown Capital General Meeting. 27 April 2009

Babcock & Brown Capital General Meeting. 27 April 2009 Babcock & Brown Capital General Meeting 27 April 2009 CONTENTS 1. Welcome 2. Management Internalisation Proposal 3. Strategic Update 4. TaemasBridge Proposal 5. EGM Formal Business 6. Close 1 INTRODUCTION

More information

2014 Family Wealth Conference

2014 Family Wealth Conference 2014 Family Wealth Conference James Bertram William Blair & Company Sarah Mercurio William Blair & Company Business Succession: Planning the Next Step for Your Most Valuable Asset Summary of Financial

More information

What is the fair market

What is the fair market 3 Construction Company Valuation Primer Fred Shelton, Jr., CPA, MBA, CVA EXECUTIVE SUMMARY This article explores the methods and techniques used in construction company valuation. Using an illustrative

More information

BPEP Workshop Financing your Company (part 2) Corporate Structure and Managing Debt

BPEP Workshop Financing your Company (part 2) Corporate Structure and Managing Debt BPEP Workshop Financing your Company (part 2) Corporate Structure and Managing Debt October 21, 2013 Scott D. Elliott Partner, Ropes & Gray scott.elliott@ropesgray.com 415-315-6379 Ryan A. Murr Partner,

More information

Your business journey

Your business journey Your business journey Where do you want to go? Where are you going? It seems like a big question, doesn t it? But, in terms of your business it is vital to know not only where you are going but where you

More information

Deal Essentials: Working Capital Considerations for a Successful Transaction

Deal Essentials: Working Capital Considerations for a Successful Transaction Deal Essentials: Working Capital Considerations for a Successful Transaction Jonathan Stevens, Baker & McKenzie, New York Nick Marchica, Baker & McKenzie, New York Margaret Hanson, Axis Capital Baker &

More information

Transactions and Restructuring. kpmg.cz

Transactions and Restructuring. kpmg.cz Transactions and Restructuring kpmg.cz Contents Corporate Finance 08 Mergers, Acquisitions and Disposals 08 Valuations, Fairness Opinions and Appraisals 10 Financing 12 Debt Raising 13 Restructuring 14

More information

Considering succession planning or selling your dealership?

Considering succession planning or selling your dealership? Deals www.pwc.com/ca/deals Considering succession planning or selling your dealership? Our trusted advisors will help you achieve success on your terms M&A spotlight: Driving for change Future outlook

More information

Valuation for Mergers and Acquisitions. Prepared By Ooi Kok Hwa MRR Consulting

Valuation for Mergers and Acquisitions. Prepared By Ooi Kok Hwa MRR Consulting Valuation for Mergers and Acquisitions Prepared By Ooi Kok Hwa MRR Consulting Agenda This seminar will explain: Various valuation approaches for M&A exercises; Determine the value of target companies as

More information

Choice of Business Entity: How Owners Can Limit Taxes and Liability. Peter J. Guy, Esq. Ellenoff Grossman & Schole LLP pguy@egsllp.

Choice of Business Entity: How Owners Can Limit Taxes and Liability. Peter J. Guy, Esq. Ellenoff Grossman & Schole LLP pguy@egsllp. Choice of Business Entity: How Owners Can Limit Taxes and Liability Peter J. Guy, Esq. Ellenoff Grossman & Schole LLP pguy@egsllp.com 212 370 1300 Presenter Tax attorney Peter J. Guy specializes in federal

More information

REALIZING VALUE - BUYING AND SELLING YOUR BUSINESS

REALIZING VALUE - BUYING AND SELLING YOUR BUSINESS REALIZING VALUE - BUYING AND SELLING YOUR BUSINESS Presented By: Norm Snyder and Jeff Capron November 2009 805 King Farm Boulevard, Suite 300 Rockville, Maryland 20850 301.231.6200 301.231.7630 F www.aronsoncompany.com

More information

top issues An annual report

top issues An annual report top issues An annual report Volume 5 2013 Strategy: Mergers and acquisitions The insurance industry in 2013 FPO Strategy: Mergers and acquisitions Uncertainty in the US economy has continued to have a

More information

Webinar #19. The Seven Deadly Sins of M&A June 4, David Stastny

Webinar #19. The Seven Deadly Sins of M&A June 4, David Stastny Webinar #19 The Seven Deadly Sins of M&A June 4, 2014 David Stastny Founder and Managing Director, Centaur Partners Mergers & Acquisitions, Private Placement Advisory, and Consulting Services This Webinar

More information

Locke Lord s China Connection. oviding Strategic Business Solutions in Asia and the United States. Locke Lord s China Connection

Locke Lord s China Connection. oviding Strategic Business Solutions in Asia and the United States. Locke Lord s China Connection Locke Lord s China Connection oviding Strategic Business Solutions in Asia and the United States Locke Lord s China Connection roviding Providing Strategic Business Solutions in in Asia Asia and and the

More information

BDO ALLIANCE USA PROGRAM BRINGING MORE TO CLIENTS

BDO ALLIANCE USA PROGRAM BRINGING MORE TO CLIENTS BDO ALLIANCE USA PROGRAM BRINGING MORE TO CLIENTS BDO Alliance USA WHAT IS THE BDO ALLIANCE USA? The BDO Alliance USA is a nationwide association of independently owned local and regional accounting, consulting

More information

Reverse Mergers Barry I. Grossman Ellenoff Grossman & Schole LLP

Reverse Mergers Barry I. Grossman Ellenoff Grossman & Schole LLP Reverse Mergers Barry I. Grossman Ellenoff Grossman & Schole LLP About EG&S Ellenoff Grossman & Schole LLP is a New York City-based law firm comprised of more than 65 professionals (30+ Securities Lawyers),

More information

Financial Engines to Acquire The Mutual Fund Store to Expand Independent Advisory Services for 401(k) Plan Participants

Financial Engines to Acquire The Mutual Fund Store to Expand Independent Advisory Services for 401(k) Plan Participants FOR IMMEDIATE RELEASE: November 5, 2015, 4:04 p.m. (EST) Financial Engines to Acquire The Mutual Fund Store to Expand Independent Advisory Services for 401(k) Plan Participants Adds comprehensive financial

More information

BUYING AND SELLING A BUSINESS

BUYING AND SELLING A BUSINESS BUYING AND SELLING A BUSINESS Joanne M. Murray, Esquire Antheil Maslow & MacMinn, LLP 131 West State Street Doylestown, PA 18901 215-230-7500 Telephone 215-230-7796 Facsimile BUCKS COUNTY BAR ASSOCIATION

More information

Business Succession Planning With ESOPs

Business Succession Planning With ESOPs acumen insight Business Succession Planning With ESOPs Presented by Alan Taylor, CPA Partner ideas attention reach expertise depth agility talent Disclaimer Information contained herein is of a general

More information

Exit Strategy Trends and Ways to Create Value. A case study showing current trends and recurring themes in government contracting M&A transactions

Exit Strategy Trends and Ways to Create Value. A case study showing current trends and recurring themes in government contracting M&A transactions Exit Strategy Trends and Ways to Create Value A case study showing current trends and recurring themes in government contracting M&A transactions About the Presenters Mitch Martin Partner and co-head of

More information

Momentum Corporate Finance LLP

Momentum Corporate Finance LLP Momentum Corporate Finance LLP Management Buyouts What you need to know Experience Enthusiasm Success 1 Contents The basics What is an MBO? How to spot a potential MBO What makes an attractive MBO opportunity?

More information

Rapid Dispositions Handbook

Rapid Dispositions Handbook Rapid Dispositions Handbook Second Edition Rapid Dispositions Handbook Baker & McKenzie Second Edition Baker & McKenzie 2007 All rights reserved. Save where otherwise indicated, law and practice are

More information

Moderator Nicola Barrett

Moderator Nicola Barrett Investment Symposium March 2009 A6: Securitization of Exotic Assets Jason Sutherland Boris Ziser Moderator Nicola Barrett Society of Actuaries 2009 Investment Symposium March 30-31, 2009 Litigation Finance:

More information

A PRACTICAL GUIDE TO BUYING AND SELLING A BUSINESS

A PRACTICAL GUIDE TO BUYING AND SELLING A BUSINESS A PRACTICAL GUIDE TO BUYING AND SELLING A BUSINESS A COURTESY GUIDE PREPARED BY SWAAB ATTORNEYS 2014 Overview of the acquisition process TIMETABLE > Identify target / Invitation to tender > Initial investigation

More information

Milliman Long-Term Care Services. Industry-Leading Actuarial Services for Long-Term Care Insurance Products

Milliman Long-Term Care Services. Industry-Leading Actuarial Services for Long-Term Care Insurance Products Industry-Leading Actuarial Services for Long-Term Care Insurance Products A Long-Term Commitment to Long-Term Care Whether you re entering the long-term care (LTC) insurance market for the first time or

More information

Director and Officer Liability Trends and D&O Insurance Advanced Issues

Director and Officer Liability Trends and D&O Insurance Advanced Issues Director and Officer Liability Trends and D&O Insurance Advanced Issues 2 0 0 7 N A TIONAL DIRECTORS INSTITUTE 2007 Foley & Lardner LLP Attorney Advertising Prior results do not guarantee a similar outcome

More information

COMMUNICATING THE VALUATION REPORT

COMMUNICATING THE VALUATION REPORT COMMUNICATING THE VALUATION REPORT Dave Diehl, CFA Prairie Capital Advisors, Inc. ddiehl@prairiecap.com Chieoke Moore, CPA Prairie Capital Advisors, Inc. cmoore@prairiecap.com OUTLINE OF TODAY S PRESENTATION

More information

One COPYRIGHTED MATERIAL. Leveraged Buyout Overview. http://www.pbookshop.com. Part

One COPYRIGHTED MATERIAL. Leveraged Buyout Overview. http://www.pbookshop.com. Part Part One Leveraged Buyout Overview leveraged buyout (LBO) is a fundamental, yet complex acquisition commonly used in the investment banking and private equity industries. We A will take a look at the basic

More information

Transferring Your Company to Key Employees White Paper

Transferring Your Company to Key Employees White Paper Transferring Your Company to Key Employees White Paper Owners wishing to sell their businesses to management (key employees) face one unpleasant fact: their employees have no money. Nor can they borrow

More information

BIOGRAPHICAL INFORMATION

BIOGRAPHICAL INFORMATION BIOGRAPHICAL INFORMATION PHILIP K. SMITH. Mr. Smith is the President and a member of the Board of Directors of the Memphis-based law firm of Gerrish McCreary Smith, PC, and its affiliated bank consulting

More information

M&A Auctions: Strategies for Buyers & Sellers

M&A Auctions: Strategies for Buyers & Sellers M&A Auctions: Strategies for Buyers & Sellers November 15, 2005 William Parish, Partner Ned Crady, Partner 2 Houston Chapter Event Sponsored by: Speakers: King & Spalding LLP William Parish, partner Ned

More information

Demystifying succession in a consulting engineering firm. Make transitioning your equity a smooth and painless process

Demystifying succession in a consulting engineering firm. Make transitioning your equity a smooth and painless process Demystifying succession in a consulting engineering firm Make transitioning your equity a smooth and painless process CONTENTS Succession is a complex process... 4 Traditional succession plans they may

More information

The Role of the Financial Advisor in an M&A Transaction. Andrea Foti 23 November, 2015

The Role of the Financial Advisor in an M&A Transaction. Andrea Foti 23 November, 2015 The Role of the Financial Advisor in an M&A Transaction Andrea Foti 23 November, 2015 My background 1999 Investment Banking (Internship) Rome 2000 Degree in Business Rome 2000 Financial Institution Strategy

More information

Succession Planning for Small Business. REIBC AIC CONFERENCE TIGH NA MARA RESORT MAY 7, 2016 John Peebles AACI P.App.

Succession Planning for Small Business. REIBC AIC CONFERENCE TIGH NA MARA RESORT MAY 7, 2016 John Peebles AACI P.App. Succession Planning for Small Business REIBC AIC CONFERENCE TIGH NA MARA RESORT MAY 7, 2016 John Peebles AACI P.App. Great & Dear Leaders Plan for Succession Presentation Outline What is Succession Planning

More information

A. Purpose of the Committee

A. Purpose of the Committee Audit and Finance Committee Charter There shall be a committee of the Board of Directors (the Board ) of (the Corporation ) to be known as the Audit and Finance Committee ( Committee ) with purpose, composition,

More information

Market Update and Capital Raising 12 November, 2008

Market Update and Capital Raising 12 November, 2008 Market Update and Capital Raising 12 November, 2008 Dr Colin Goldschmidt CEO and Managing Director Sonic Healthcare 1 NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO US PERSONS Important Notice and Disclaimer

More information

Faculty of Business, Law and the Built Environment Managing Investments Mr. Mike Coulburn

Faculty of Business, Law and the Built Environment Managing Investments Mr. Mike Coulburn Faculty of Business, Law and the Built Environment Managing Investments Mr. Mike Coulburn Assignment: Explain the differences between a financial audit and financial due diligence in the merger and acquisition

More information

Aisling Capital IV, LP

Aisling Capital IV, LP Venture Capital Fund Commitment Aisling Capital IV, LP August 5, 2015 See Last Page for Disclaimer Luke M. Jacobs, Portfolio Manager, Private Markets Overview Aisling Capital IV, LP Venture Capital Fund

More information

Reverse Due Diligence A New Trend In Financial M&A

Reverse Due Diligence A New Trend In Financial M&A Portfolio Media. Inc. 860 Broadway, 6th Floor New York, NY 10003 www.law360.com Phone: +1 646 783 7100 Fax: +1 646 783 7161 customerservice@law360.com Reverse Due Diligence A New Trend In Financial M&A

More information

INVESTMENT CASE FULLY INTACT

INVESTMENT CASE FULLY INTACT Leifheit AG Q2 results due out on 12/08/2015 07/08/2015 INVESTMENT CASE FULLY INTACT Buy 60.00 EUR Close (06/08/2015) 47.68 EUR Bloomberg: LEI WKN: 646450 Sector Share price performance Consumer 52 week

More information

INTERNATIONAL BUSINESS BROKERS ASSOCIATION BUSINESS BROKERAGE STANDARDS

INTERNATIONAL BUSINESS BROKERS ASSOCIATION BUSINESS BROKERAGE STANDARDS INTERNATIONAL BUSINESS BROKERS ASSOCIATION BUSINESS BROKERAGE STANDARDS Board Approved 6/98 Revised 5/05 Board Approved 6/05 7100 East Pleasant Valley Rd., Suite 160 Independence, OH 44131 888-686-4222

More information

Leveraged Employee Stock Ownership Plans. May 29, 2007 J. Todd Butler, Esq.

Leveraged Employee Stock Ownership Plans. May 29, 2007 J. Todd Butler, Esq. Leveraged Employee Stock Ownership Plans May 29, 2007 J. Todd Butler, Esq. LESOPs in General An employee stock ownership plan ( ESOP ) is a qualified retirement plan. The main difference between an ESOP

More information

VC - Sample Term Sheet

VC - Sample Term Sheet VC - Sample Term Sheet Between [Investors] ("Investors") and [Founders] ("Founders") (The Investors and the Founders are jointly referred to as the Shareholders ) and [The Company] ("Company") (The Investors,

More information

A KEY PARTNER IN THE REALIZATION OF YOUR PROJECTS

A KEY PARTNER IN THE REALIZATION OF YOUR PROJECTS A KEY PARTNER IN THE REALIZATION OF YOUR PROJECTS capitalization governance development A 360 vision FTM Synergis Capital is an investment banking institution dedicated to the small and medium sized enterprise

More information

Finance Training Society Trusted, Industry-Recognized Certificate Programs

Finance Training Society Trusted, Industry-Recognized Certificate Programs Trusted, Industry-Recognized Certificate Programs Complete your custom Master s Certificate program online while working or going to school. Platform Certified Hedge Fund Welcome to the. We are a seven-year-old

More information

M&A 2015 CONFERENCE INDIANAPOLIS JUNE 11

M&A 2015 CONFERENCE INDIANAPOLIS JUNE 11 M&A 2015 CONFERENCE INDIANAPOLIS JUNE 11 1 What Makes Private Equity M&A Different? 2015 M&A CONFERENCE 2015 M&A CONFERENCE 2 Panelists Jeff Brown, Partner, Faegre Baker Daniels John Ackerman, Principal,

More information

Odyssey Investment Partners Fund V, L.P.

Odyssey Investment Partners Fund V, L.P. Private Equity Fund Commitment Odyssey Investment Partners Fund V, L.P. December 9, 2013 Darren C. Foreman Portfolio Manager, Private Markets Overview Firm was founded in 1998 The targeted fund size is

More information

Resolute Natural Resources and Hicks Acquisition Company to Merge in $582 Million Transaction Creating Resolute Energy Corp.

Resolute Natural Resources and Hicks Acquisition Company to Merge in $582 Million Transaction Creating Resolute Energy Corp. Resolute Natural Resources and Hicks Acquisition Company to Merge in $582 Million Transaction Creating Resolute Energy Corp. - Veteran Management Team with History of Success to Continue Leading Resolute

More information

Private Equity Secondaries: The Opportunity Set October 2013

Private Equity Secondaries: The Opportunity Set October 2013 THE ART OF SERIOUS INVESTING LVW Advisors is an independent Registered Investment Advisor based in Rochester (Pittsford), New York. Our team of experienced financial advisors provides customized investment

More information

Business Valuation of Sample Industries, Inc. As of June 30, 2008

Business Valuation of Sample Industries, Inc. As of June 30, 2008 Business Valuation of Sample Industries, Inc. As of June 30, 2008 Prepared for: Timothy Jones, CEO ABC Actuarial, Inc. Prepared by: John Smith, CPA ACME Valuation Services, LLP 500 North Michigan Ave.

More information

Meeting the Needs of Private Equity in the Finance Organization

Meeting the Needs of Private Equity in the Finance Organization Meeting the Needs of Private Equity in the Finance Organization When there is a change in a company s ownership, significant changes are generally required in its finance organization. This is especially

More information

INVESTMENT DICTIONARY

INVESTMENT DICTIONARY INVESTMENT DICTIONARY Annual Report An annual report is a document that offers information about the company s activities and operations and contains financial details, cash flow statement, profit and

More information

Acquisiton of. 2008 Brasil Brokers Todos os Direitos Reservados

Acquisiton of. 2008 Brasil Brokers Todos os Direitos Reservados Acquisiton of 2008 Brasil Brokers Todos os Direitos Reservados Acquisition of ABYARA BROKERS Acquisition of 51% of Abyara Brokers, with purchase option of the other 49% to be exercised in the next 3 years;

More information

Letter of Intent for Acquisition Purchase of Stock of the Business for a Combination of Cash and Purchaser s Stock (Pro-Buyer Oriented)

Letter of Intent for Acquisition Purchase of Stock of the Business for a Combination of Cash and Purchaser s Stock (Pro-Buyer Oriented) Form: Letter of Intent for Acquisition Purchase of Stock of the Business for a Combination of Cash and Purchaser s Stock (Pro-Buyer Oriented) Description: This is a sample Letter of Intent for the acquisition

More information

Becoming a Publicly Trading Company Via Reverse Mergers and Self-Registrations

Becoming a Publicly Trading Company Via Reverse Mergers and Self-Registrations 1345 AVENUE OF THE AMERCIAS, 11 th FLOOR NEW YORK, NEW YORK 10105 TELEPHONE: (212) 370-1300 FACSIMILE: (212) 370-7889 www.egsllp.com Becoming a Publicly Trading Company Via Reverse Mergers and Self-Registrations

More information

Accounting for Transaction Costs and Earn-outs in M&A

Accounting for Transaction Costs and Earn-outs in M&A Accounting for Transaction Costs and Earn-outs in M&A Daniel Lundenberg, Grant Thornton LLP (Canada) and Brice Bostian, Ernst & Young This Note provides an overview of certain key financial accounting

More information

ADVISORY Private Funds

ADVISORY Private Funds ADVISORY Private Funds BEIJING BRUSSELS LONDON NEW YORK SAN DIEGO SAN FRANCISCO SILICON VALLEY WASHINGTON www.cov.com November 14, 2011 SEC ADOPTS FINAL RULES REQUIRING REPORTING BY PRIVATE FUND ADVISERS

More information