Heartland Business Transitions, Inc. provides intermediary and investment banking services for the critical transitions faced by businesses – mergers, acquisitions, business sales and ownership successions.

CASE STUDIES

Working to Get a Preferred Buyer

Critical Takeaways

  • Soliciting buyer requires more than posting listings. Heartland Business Transitions is proactive, reaching out to entities that should be buyers as well as following up on buying interest.

  • Heartland Business Transitions knows the market is dynamic. Buyers move in and out on a regular basis; therefore, we don't stop marketing until you have a deal.

  • Heartland Business Transitions understands the politics of deals and advises to get the deal closed.

The Situation

Three companies, who worked together to provide Internet service to customers in rural Ohio and Indiana, enlisted Heartland Business Transitions’ help in selling their company. The seller provided both dial-up and broadband services and held real estate throughout their service areas for the towers that they owned.

The company had been previously marketed, but without success. The sellers were looking for an M&A expert that could garner interest in the sale and produce the results they were looking for so they came to Heartland for assistance.

Approach

To begin the sale process, we relaunched a marketing program for the seller and continued with a thorough follow-up of potential buyer responses and nonresponses. Our marketing efforts resulted in an active auction process with a wide range of interested participants, ranging from regional companies, roll-ups and a local competitor.

The seller was concerned about how the potential buyer would serve their existing customer base, so their preference was to sell to the local competitor who knew the area and customers the best. An acquisition by this buyer would be both defensive and opportunistic, as there existed a competitive service overlap between the sellers and the buyer. This buyer had been approached during the first attempt to sell without using HBT but they did not move further because they did not receive a follow-up. Through our active auction, we were able to significantly raise the terms of the final deal over the initial offer made by the preferred buyer.

After accepting a deal proposal from the local competition, we encountered some challenges with a complicated due diligence and closing because of necessary regulatory approvals. Despite the challenges, we were able to smooth the extended process with the aid of counsel that we recommended to our client.

Results

The deal was successfully closed with our client receiving a price significantly above the initial offer of the preferred buyer. This sale highlights the error that comes with believing that marketing is simply listing a company and sending out letters. We demonstrated the necessity of marketing as an active process that requires follow-up with prospective buyers. This was illustrated by the fact that the ultimate buyer had been approached when the seller first marketed, but had not executed a confidentiality agreement because no one had followed up with them and pointed out the opportunity with buying.

Further, although our client could have a good buyer in the local competition, they would not have gotten the price they desired without the energetic deal competition that came from having an active auction.

Finally, we were able to consult our client on best practices in how to deal with buyers and handle difficult situations. Our experience allowed us to advise them to meet with the buyer when the deal terms became shaky and required a one-on-one meeting between buyer and seller.