Eastman Industries
is widely recognized for its commitment to personalized, high level quality service and effectiveness. In accepting an assignment to represent the shareholders of a privately held company, our principle objective is the maximization of their personal and financial goals.
SELLER SERVICES
The Decision Process
Eastman's team of Investment Bankers works closely with the owners of middle market companies in reviewing the selling decision, discussing the alternatives and bringing focus and objectivity to the process. During the initial discussions, the Investment Banking Team will explore the shareholder's objectives and motivation. Our review and discussion also focuses upon the historical performance of their company, its markets and industry, and an indication of future performance. Timing and experience can be everything in middle market transactions. At the conclusion of this in-depth review, the Investment Banking Team advises the prospective Client on the current condition of the financial markets, highlighting specific industry/company issues influencing the transaction. Drawing upon the team's experiences and knowledge of the market place, a range of value is provided to the shareholders allowing them to make a more informed decision. Our ultimate objective is to meet the realistic goals of the shareholders in a timely fashion.
Due Diligence/Preparation
A decision to sell is followed by the firm's due diligence. The Eastman Industries team visits the company and meets with key managers and outside advisors in order to obtain greater insight into the company, its markets, marketing/financial strategies, competitors, suppliers, and customers. Our goal is to compile quantitative, qualitative, and subjective information including historical financial statements, forecasts, assets, liabilities, competitive position, industry review, management, employee information, and key market data. Upon completion, the team compares the data to industry standards and similar competitors, both public and private, in order to identify values others may have over looked. In this manner, the transaction value is maximized to the benefit of our Client. The resulting Offering Memorandum is a substantive and strategically compelling presentation designed to highlight our Clients' strengths. Our goal is to attract high quality buyers that will close the transaction on a timely basis.
While the due diligence is underway, a comprehensive valuation of the Company is completed. Eastman's proprietary valuation model values the Company utilizing various industry standards and recent acquisition activity within the industry. The Team's previous experience in mergers and acquisitions enables them to recognize "hidden" assets and capitalize on the Company's true value. A thorough analysis of various structure scenarios will help ensure the realization of the aforementioned value.
Marketing the Company
Eastman devotes its substantial resources to aggressively implementing a uniquely planned and researched marketing strategy for each Client. To generate this plan, we utilize our extensive network of contacts and our comprehensive proprietary database. The end result is a customized list of highly qualified potential acquirers. The list typically includes strategic and defensive corporate buyers, financial investment groups and foreign corporations. Upon review by our Client, each prospective buyer is confidentially contacted. The identity of our Client is not revealed until a serious level of interest has been established and a Confidentiality Agreement has been executed by the buyer. Each potential buyer receives personal contact and detailed follow-up.
During the marketing process, Eastman seeks the following goals:
- Contact only qualified buyers who have demonstrated the financial means to consummate a transaction.
- Maintain confidentiality during the entire process.
- Keep our Client fully informed, yet free from the process to focus on their resources on the operation of their Company.
- Obtain competitive indications of interest by specific deadlines to help ensure that the maximum market value is being achieved.
Ultimately, the most qualified buyer is chosen and a Letter-of -Intent is submitted, negotiated and executed by both parties. This process, together with Eastman's expertise, enables our Client to obtain the best possible price and structure in the least amount of time.
Final Negotiations and Closing the Transaction
A detailed Definitive Agreement is negotiated from the executed Letter-of-Intent. The Definitive Agreement is a formal, written agreement stating all material terms of the Transaction. The Client's Investment Banking Team will participate in the final negotiations, keeping in perspective both the seller and buyer needs, while utilizing their experience and insight to secure the best possible terms and value for our Client - the selling shareholder(s). Where appropriate, we will work with our Client's attorney and accountant in reviewing the tax aspects, management and employee continuation issues, and exact wording of the Definitive Agreement. Eastman's reputation in the market place and experience helps ensure a smooth process and the best possible terms for our Client.
