GillAgency

Our unique value proposition to you

Because we are commission-only we must stay aggressive to reach the close. By the same token, since we are working towards a common goal as your partner, we are also hyper-focused on getting you the best outcome from the sale – a high premium, a best-fit buyer and a desired transition and separation for you from your business after the sale.

Our process
Photo by Hanna Morris on Unsplash

The mergers and acquisitions industry have not changed in 100 years and though there are some innovations using online communication tools, the actual process remains the same. However, business environments have changed. Companies must be agile – they need to adapt to a rapid changing environment. What was planned a month back most likely will change – if not, should be measured and then adjusted against the measurements, however little that change may be. The business sale process takes 6 to 9 months and most brokerage firms and consultants build an exit plan and execute that – their goal is to sell as fast as possible to collect their commissions or keep the tab running if they are on a retainer.

We are technologists, agile coaches ourselves and lean operation experts, having run and sold our technology companies in the past. As such we build an Agile business sale plan and process with you. We do detailed discovery and exit planning at the outset with you. Then we continuously measure the project proceedings against the plan to see if there are adjustments needed. As situations arise, we can adjust the plan so that we can always keep our eye on the target – get you the best outcome from the sale of the business – “sell, don’t settle” because we are Agile and that is why tackle unforeseen situations efficiently.

We have written a very detailed article on how to sell a business. We highly recommend you read that and ask us any question you may have. Below is a summary on how we will start, plan, execute, manage, close and transition your business.

Step 1: Discovery
2 – 3 calls, 1 hour each | Duration: 1 week
  • 01.
    Introductory conversations
    • This will help us gain an understanding of your business to position it for a sale, including high level overview of the financials.
  • 02.
    Confidentiality
    • Prior to the call a confidentiality agreement can be executed by us if desired by you (recommended).
  • 03.
    Call outcomes
    • During the intro calls, we will also explain who we are, what we do. We will also go through every single step that we will take in order to get your business sold.
Discovery
Step 2: Create Team
1 – 2 calls, 1 hour each | Duration: 1 week
  • 01.
    Define Roles
    • We will advise you to build a winning team. The team needs a marketing role, financial role, legal role, advisory role and a project manager.
  • 02.
    Assign Responsibilities
    • We take up all project management of the sale for you. Typically, we take up the marketing and advisory role as well. But you can assign internal employees or consultants to these roles. Financial role will be taken up by your CFO, Accountant. Legal role will be your closing attorney – we can help you find an attorney or refer to a few from our network. Remember – we do not charge anything as we are commission only. So, you should consider the expenses if you are hiring additional consultants. If you are bringing on internal employees, you must set stringent confidentiality rules.
  • 03.
    Set Expectations
    • We will setup clear expectations from each other and everyone else in the team. Please read our values on how we work. After decades of experience we have created a set of 15 values that a winning business sale team needs to have to ensure the best outcome from the sale of a business. We will also set ground rules on disagreements and how to resolve them, if any
Create Team
Step 3: Exit Planning
Engineering for people
  • 01.
    Financial Review
    • Review the last 3 years tax returns and/or profit and loss information and current year to date profit and loss and recast your earnings to show true owner’s benefit including your salary, perks, benefits, and profit.
  • 02.
    Valuation
    • Provide you with a potential asking price after researching the industry, looking at the financials, the growth, the potential of the company and potential value of your business.
  • 03.
    Sale Price Analysis
    • Have a discussion with you regarding the price analysis and make adjustments as necessary and sign the consultation agreement.
  • 04.
    Deep Dive
    • Do a deep dive into your company by asking very specific questions for the purpose of us answering any preliminary questions that the buyers may have and to create a confidential information memorandum (CIM). During this process we will discuss potential due diligence scenarios, how to address skeletons that may come up and what to expect during due diligence.
  • 05
    Tax Planning
    • Discuss the type of exit and assist in tax planning early on so you can decide on the best way to exit your business.
  • 06
    SBA Certification
    • We will/can also engage SBA and get your business pre-qualified
Exit Planning
Step 4: Marketing Package
Duration: 1 week
  • 01.
    Create CIM
    • Write up a professional 10 - 20-page CIM about your business that is designed to showcase what your company is about, operations, mgmt., financials while maintaining your confidentiality. This will be sent to you for your approval. This CIM will only be sent to buyers who have already signed a Non-Disclosure Agreement (NDA) with us.
  • 02.
    Create Blind Summary or Teaser
    • After your approval of the CIM, we will create a blind summary (which won’t connect directly to your company) and submit this for your review.
  • 03.
    Approval
    • After your approval of the blind summary we will go to market.
Marketing Package
Step 5: Market
Duration: typically, 1 to 2 months
  • 01.
    Advertise online
    • Advertise the general description on the internet in a number of different places where buyers go to find businesses for sale based on the specific industry. For example: bizbuysell.com, bizquest.com, dealstream.com, businessesforsale.com, businessbroker.net, Wall Street Journal, USA Today Network, AllBusiness.com, LinkedIn, Facebook, Twitter, Instagram, Youtube
  • 02.
    Confidential Buyer database
    • Send emails out to the buyers that are in our database with a teaser. These buyers include high net worth individuals, private and public C level officers, Private Equity Firms, serial enterpranuers, first time business buyers
  • 03.
    SEO
    • Depending on the size, complexity and industry, we will employ search engine optimization techniques to make the business more searchable
Market
Step 6: Screen & Shortlist
Duration: typically, 1 to 2 weeks
  • 01.
    Assemble
    • Create a list of strategic potential buyers in your industry and/or related industries that could leverage what you have to offer from all our marketing.
  • 02.
    Non-disclosure
    • Once we have potential buyers then we’ll have them sign a non-disclosure agreement and provide them with further details (CIM) on your company
  • 03.
    Screening interview
    • We will also answer any preliminary questions that the buyer may have
  • 04.
    Shortlist and introduce
    • Introduce the best potential buyers to you after they have reviewed the CIM and have received answers from us or you via conference calls
Screen & Shortlist
Step 7: Execute Letters of Intent
Duration: typically, 1 to 2 weeks
  • 01.
    Follow-ups
    • After the call we will follow up with the buyer to engage them into making an offer
  • 02.
    Negotiate
    • We will negotiate the offer aggressive to get you the outcome that we signed up together during discovery and exit planning.
  • 03.
    Get Letters of Intent
    • Work with buyer, buyer’s broker and attorney to get you the letter of intent from each shortlisted buyer. Typically, by now you would have narrowed down the most likely buyer. Most LOIs are exclusive. Ensure the due diligence process is well laid out and expectations clearly set with all parties (buyer, brokers, consultants, attorneys, accountants, buyer’s lender, due diligence teams).
  • 04.
    Execute LOI
    • Work with you to execute the LOI and move the process forward to due diligence.
Execute Letters of Intent
Step 8: Manage Due Diligence
Duration: typically, 2 to 3 months
  • 01.
    Data Room
    • We will assist in facilitating the due diligence process by arranging a centralized system for document retention.
  • 02.
    DD Project Management
    • We will plan and project manage the due diligence with all parties from start to end
  • 03.
    Manage Expectations
    • We will keep all parties moving towards completing a mutually satisfying due diligence where all inspections, audits, issues and concerns have been fully vetted and answered so that the next steps of agreement and close are smooth and not held up. Beyond the due diligence all delays will cost time and money because legal will get involved. We provide a strict 30 day DD period to ensure the project is on track.
  • 04.
    SBA process management
    • Engage SBA if required to facilitate the funding for the buyer. Most small business buyers will look for SBA funding. We will get your business SBA certified (either at exit planning or during due diligence) so the buyer’s funding process is faster and more efficient.
Manage Due Diligence
Step 9: Manage Purchase Agreement
Duration: typically, 1 month
  • 01.
    Engage legal
    • Ensure you have the proper legal representation. Typically, we recruit the legal party during exit planning but do not hire them unless we are ready to move to the agreement. If you have your own legal, we will ensure you have the right legal representation based on the industry, the deal and the buyer. It’s extremely important to get the legal representation that are well versed with business closings.
  • 02.
    Negotiate purchase agreement
    • Provide details to the lawyers to prepare and negotiate a purchase agreement. We will also address any issues or problems that might come up.
  • 03.
    Manage legal process
    • We will manage the legal process between buyer’s attorney and your attorney to ensure that the process is methodically executed, all aspects are covered and everyone is working towards a planned close.
Manage Purchase Agreement
Step 10: Close the Sale
Duration: typically, 1 to 2 weeks
  • 01.
    Prepare for Close
    • We will work with all parties to keep pushing for a closing date. Typically, the buyer’s lending bank will try to control the closing. We will ensure that there is adequate control on our end to get to a reasonable closing date.
  • 02.
    Stamp on closing date
    • We will finalize a closing date with the buyer.
  • 03.
    Plan the closing
    • We will ensure that nothing goes wrong at the closing table and plan the closing with the buyer, buyer’s broker, all legal counsel, buyer’s lenders and with our teams.
  • 04
    Close the deal
    • This is the last step where everyone gets paid and the business transfers hands.
      Congratulations!
Close the Sale
Optional: Assist in Transition & Separation
Duration: Based on the purchase agreement, typically 3 months to 1 year part-time
  • 01.
    Details
    • We will work with out at the very beginning to understand your transition and separation plans. Based on that we will find buyers, plan due diligence and ensure that the purchase agreement is drafted in a way that it fits your transition and separation needs. Most buyers would want you to help them with transition and we know from experience that transition and post-acquisition integration results in significant turmoil between the buyer and seller a large number of times. As such we want to ensure from the start that this is well planned and accounted for throughout the sale process. Outside of this, if you require additional assistance during transition, please ask us during our initial calls and we can discuss your individual needs and our services. We can also discuss such engagement as we get closer to the close of the sale. Our relationship does not end at the closing table. We partner with you to sell your business. So, we have to ensure that you sign up a deal that allows for a smooth sale and that includes transition.
Assist in Transition & Separation