corporate finance

Our Corporate Finance department deals with the whole aspect of business transaction support.  Due to the very nature of the work, the department works closely with our tax consultants to ensure the most appropriate service and structure is achieved, finding the right balance between risk and taxation liabilities.

The Corporate Finance department incorporates the following services: 

business sales

Whittingham Riddell offers a professional and comprehensive business sales service, starting from the moment the initial decision to explore the potential to when the sale is made, right through to completion, allowing the vendor to continue to focus on the day-to-day aspects of running the business. The experience of our professionals and the structured process that we adopt results in successful sales maximising the value of the business that the vendor has worked so long and hard for.

In particular, our business sales service incorporates the following:

Preparation of the Business for Sale 

• Discuss requirements and assess business
• Guidance on and interactively agree approach for the sale
• Prime the business for sale
• Valuation of the business
• Research the market and identify potential purchasers
• Compilation of sales memorandum

Marketing the Business

• Marketing the business to potential buyers
• Dry run with client ahead of meetings with potential purchasers
• Liaison with potential purchasers and initial meetings
• Invitation of offers and control of the bidding process

Negotiation

• Receiving, analysing and responding to offers
• Negotiation with bidders to encourage the best deal structure & price
• Meeting with vendor to select preferred bidder
• Sign heads of agreement

Close

• Due diligence  
• Agree legal documentation and final negotiations  
• Completion

Whittingham Riddell believes in effective project management to ensure a successful sale. We apply strict project management and reporting methods to ensure the goals and objectives are met on time and to the expected quality standard. By acting as partners throughout the life cycle, frequent interaction, full visibility of progress and the ability to make joint rather than isolated decisions is guaranteed.  Confidentiality is regarded as the highest priority and is ensured at all times.

preparing your business for sale

Although the current economic climate may not provide ideal conditions for the sale of a business, it is a perfect time to start preparing a business to maximise the value of a sale in the future. Small changes can make a vital difference when it comes to selling a business. We will advise what buyers require when seeking an acquisition opportunity and suggest any necessary changes to help maximise selling potential, and importantly help maximise the price achieved. This involves identifying areas of potential weakness in the business and planned strategy, and providing advice on how such areas can be strengthened. This will incorporate operational, financial and personnel/management related issues. We also ensure that all legal, financial and intellectual property concerns are up to date.

Also, by working closely with our tax consultants and with the right structural and taxation planning completed on a timely basis it maybe possible to secure a tax free sale.  For further information in this respect, please don’t hesitate to contact us. 

MBOs/MBIs

Management buy-outs can be very rewarding for successful management teams, but the process is often time-consuming, technically complex and contains risk.

Whittingham Riddell's experience of acquiring companies, structuring complex leveraged transactions and dealing with the providers of private equity and bank funding all come into play when advising a management buy-out team on the acquisition of their business. We endeavour to be as supportive as possible, taking as much of the strain as we can.

The service which we provide to management teams encompasses:

• Helping to focus and refine the business plan and funding proposal
• Evaluation of the likely funding requirements and the most appropriate sources of funding
• An introduction to several selected private equity providers and banks which specialise in funding leveraged transactions
• Approaching and negotiating with the owners of the business and the chosen providers of debt and equity finance to structure the best deal possible
• Co-ordinating the other professional advisers involved and, if necessary, helping to select other team members

Understanding the commercial reality of the situation and to ensure that our interests are firmly aligned with those of the management team, Whittingham Riddell is paid typically on completion. Our focus is very clearly on project managing the transaction effectively and driving it to a successful completion within a suitable timescale.

We spend a great deal of time maintaining close relationships with the leading providers of private equity and leveraged debt funding to ensure that we are aware of their current focus (e.g. sector preference and transaction size) and to know the personalities involved. This understanding is important when trying to match the funding requirements of a business or transaction to the many sources available.
 

business acquisitions

Acquisitions can be one of the most effective ways to grow a business, but can be time consuming leading to resources being taken away from the core business. The potential cost, including that of wasted opportunities could be significant if appropriate planning and information gathering is not performed.

Our business acquisitions service includes:

• Identify targets and “opening doors”
• Assistance with raising the necessary finance (see below, or perhaps a hyperlink to the heading below by clicking on the point)
• Financial and taxation due diligence (see below, or perhaps a hyperlink to the heading below by clicking on the point)
• Assistance with negotiations
• Advice on deal structure, to include taxation considerations
•  Steering the acquisition to a successful completion

due diligence

To ensure that any business acquisition is right for you and there are no gremlins hidden within the target business, a due diligence exercise is important to help satisfy those worries.  Whittingham Riddell can perform a tailored financial and/or taxation due diligence exercise specific to the needs of the assignment.  The close integration with the tax consultancy department ensures both a smooth and speedy process and reporting levels can be either through a detailed report or a summary report by exception.  The size of the deal and any external financiers (see below) will determine which report is most appropriate.

Typical examples of key areas to concentrate on are:

• Business value
• Future performance
• Synergies with the current business
• Any hidden VAT/PAYE or corporate tax errors

raising finance

To aid a business acquisition, an MBO/MBI, or to enable a business to grow organically, additional finance is often required. Our support includes assistance with the preparation of forecasts, the broader business plan and grant and specific funding application requests. We will also support the business in its discussions and presentations with banks and other funding sources.