The complexities of a business sale, merger, and acquisition can be overwhelming and difficult to navigate without an experienced advisor by your side. As a leading boutique financial advisory firm with a strategic focus on Merger & Acquisition (“M&A”) Advisory Services, Hemming Morse is well qualified to assist business owners and investors realize their strategic objectives in a transaction context. Our M&A Advisory Services are tailored to help clients accomplish their goals and often include the following:

Sell-side Advisory Services

• Define Objectives: Our experienced advisors provide strategic guidance to help clients get clarity regarding their unique transaction objectives.
• Data Analytics: We utilize our data-driven approach to assess the quality of company information from a due diligence perspective.
• Value Advisory: We help identify value drivers for a business and advise on ways to maximize value in preparation for a sale.
• Marketing Materials: Preparation of blind teasers, confidential information memorandums, and non-disclosure agreements is done in consultation with our clients.
• Buyer Search: Each buyer search is tailored to the defined objectives and can include client-provided lists, private/Hemming networks, professional associations, and premium subscription databases.
• Buyer Outreach: Hemming’s confidential outreach efforts often target a competitive bidding process among multiple qualified buyers.
• Negotiate Structure and Terms: A letter of intent should provide clarity regarding deal structure and key terms. Our negotiation experience can help clients obtain optimal outcomes during this phase of a transaction.
• Fairness Opinions: We utilize our valuation expertise to help clients determine whether a deal is fair to selling shareholders/owners, based upon the offer price, terms of the deal, and any potential synergies.
• Due diligence assistance: We regularly assist with responses to information requests and prepare virtual data rooms for storage of data to be shared with prospective buyers.
• Closing coordination: Hemming works with the client’s team of professionals and other third parties to ensure completion of definitive agreements and closing details.
• Post-closing support: After the initial close, there may be additional requirements before all funds can be released to the seller, such as through a working capital reconciliation. Hemming provides ongoing support to help clients receive any holdbacks or escrowed funds tied to reconciliation of working capital.

Buy-side Advisory Services

• Define Objectives: Our experienced advisors provide strategic guidance to help clients get clarity regarding their unique transaction objectives.
• Target Search: Each target search is tailored to the defined objectives and can include client-provided lists, private/Hemming networks, professional associations, and premium subscription databases.
• Target Outreach: Hemming’s confidential outreach efforts allow clients to focus on other interests while potential targets are identified and vetted.
• Value Advisory: We help clients understand the value of a business in the hands of the current owners and the expected value of that same business assuming it were to be acquired by our clients. This allows clients to determine if a deal will be accretive or dilutive.
• Negotiate Structure and Terms: A letter of intent should provide clarity regarding deal structure and key terms. Our negotiation experience can help clients obtain optimal outcomes during this phase of a transaction.
• Quality of Earnings Analysis: Hemming’s professionals leverage their financial and accounting expertise to provide clients with insight into a company’s revenue, expenses, working capital, and capital expenditures. This enables clients to better understand the normalized historical operating results of a target business, as well as its ongoing earning potential.
• Closing coordination: Hemming works with the client’s team of professionals and other third parties to ensure completion of definitive agreements and closing details.
• Post-closing support: After the initial close, there may be additional requirements before all funds are released to the seller, such as working capital reconciliation. We help our buy-side clients determine if the working capital amount in the purchase sale agreement matches the actual working capital received.

The Hemming Morse Difference

• Comprehensive Service: We offer end-to-end support, from initial assessment and target identification to due diligence, negotiation, and post-deal integration. Our comprehensive approach covers every facet of the M&A process.
• Data Driven Approach: We utilize data analytics and data visualization to help clients assess their readiness for a sale, enhance financial due diligence, and determine the condition of a target’s financial and operational data.
• Market Insights: Clients benefit from our industry knowledge and market research capabilities to make informed decisions and identify opportunities.
• Global Network: With an extensive network of industry contacts and memberships in worldwide M&A professional organizations, we can help you connect with potential buyers, sellers, and investors on a global scale.

We understand the importance of confidentiality when buying or selling a business. Contact us for an initial conversation.