LUTZ BUSINESS INSIGHTS

 

The M&a PROCESS + TIMELINE & MILESTONES

BOB LOEWENS, LUTZ M&A MANAGER

 

Selling your business can be time-consuming and unpredictable. Knowing what to expect will prepare you for what’s ahead and can help get your deal to closing.

The M&A process can be broken down into four unique phases:  pre-marketing, marketing, letter of intent (LOI) signing, and final due diligence. The graph below illustrates this general M&A timeline.

 

 M&A Timeline

Note:  Timeline may vary based on various factors including availability of information, seller responsiveness, and overall buyer response to the deal. Lutz M&A will lead/be involved throughout the process.

Pre-Marketing Phase

Lutz M&A will begin the sale process by assessing your company, as well as current market dynamics. We do this to help determine the best strategy for bringing your company to market. Our goal is to bring multiple buyers to the table and work with our clients to select an optimal transaction structure to meet their needs.

After we finalize a targeted buyer list, we create marketing materials with detailed information on the subject company. These materials include a teaser, which is an anonymous one-page summary, in addition to a confidential information memorandum (CIM) that describes the business in much greater detail.  The CIM will reveal specifics about the business and provides key information that a buyer needs to fully assess the opportunity.  We understand that every Company has a unique story to tell and we want to convey that as effectively as possible. The process of preparing marketing materials helps us learn about the Company, and it prepares us to field questions and run the deal process, with minimal involvement from our client.

 

Marketing Phase

In the marketing phase, we begin to initiate contact with potential buyers. This is done via direct outreach to specific buyers and is kept strictly confidential. We do not post active engagements on the Lutz website, but rather we proactively engage with potential suitors.  If a buyer wishes to view the CIM, we require them to sign a non-disclosure agreement (NDA).  Upon signing the NDA, buyers are also informed of deal milestone dates in order to target a timely close. If interested in pursuing the deal further, buyers will submit an indication of interest (IOI), essentially a preliminary non-binding offer.  We will work with our clients to evaluate each IOI and create a list of the top candidates, which will then be invited to move on to the next phase in the process.

 

Letter of Intent (LOI) Phase

Buyers invited to move on to the LOI phase will be given more access to information. This may include more detailed financial items not previously provided and further calls/discussions with Lutz M&A. Additionally, buyers are invited to meet our client’s management team in person. This meeting typically lasts several hours and allows the parties to get better acquainted and to further assess a potential partnership.

LOI’s are generally due shortly after these management meetings. While the LOI is not a legally binding document, it does lay out key deal parameters to come later in the purchase agreement. Lutz will work closely with our client to assess and negotiate LOI’s.  At this point, one party is typically selected for exclusive negotiation with our client and due diligence begins.

Due Diligence Phase

In this final stage, our team manages and facilitates communication between the buyer, seller, attorneys, and other third party due diligence groups.  As attorneys work through various drafts of the purchase agreement, we will help assess and negotiate deal terms, while acting as the quarterback to keep the deal moving towards closing.  Buyer and seller (and attorneys) will eventually agree on all terms and the definitive purchase agreement is signed and the deal closes.  This due diligence phase often takes 90 days or longer.

 

In summary, the M&A process can be lengthy and complex.  Lutz M&A can help you navigate your deal to a successful closing.  Our experienced professionals will utilize their experience to help keep your deal on track and running smoothly.

ABOUT THE AUTHOR

402.778.7955

bloewens@lutz.us

LINKEDIN

BOB LOEWENS + LUTZ M&A MANAGER

Bob Loewens is a Lutz M&A Manager with over nine years of experience. He specializes in business valuations, financial consulting, and M&A advisory services.

AREAS OF FOCUS
  • Mergers & Acquisitions
  • Business Valuation
  • Financial Consulting
AFFILIATIONS AND CREDENTIALS
  • CFA Society Nebraska, Member
  • Chartered Financial Analyst
  • Certified Valuation Analyst
EDUCATIONAL BACKGROUND
  • BSBA, University of Nebraska, Omaha, NE

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