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Advisory Services

Buy- and Sell-Side Advisory Services

Raymond James Investment Banking is comprised of seasoned professionals who specialize in assisting business owners achieve their liquidity objectives. Whether that involves a sale to an industry buyer, responding to an interested party or partnering with a private equity sponsor – our teams can provide the structuring and execution vital to a successful exit.

Similarly, we can help companies identify, value and fund the purchase or acquisition of another business.

Approximately 70% of our assignments are sell-side transactions. As the company’s advisors, we manage the entire sale process, from inception through closing. While the process will vary somewhat depending on the owner’s objectives, the size of the company, the nature of the industry and market conditions, the basic steps in the process are outlined below.

Outside of a retainer fee, we are only compensated if we execute a successful transaction for our client. Therefore, we must understand and have confidence in our ability to attain the owner’s goals before we undertake an assignment.

We are experts at maintaining a competitive environment, a critical factor in maximizing the company’s value. They also understand how to structure the deal to maximize after-tax proceeds and minimize ongoing liabilities. Finally, they evaluate buyers and their proposed financing to maximize the probability of closing with desirable terms.

Sell-Side Advisory Process

Phase 1: Preparation. As the company’s advisor, we begin by gaining an understanding of the owner’s objectives as they relate to value, timing, confidentiality, ongoing ownership, existing employees and more. Then, we perform a detailed investigation of the company in an effort to understand every facet of our client’s business. This helps us assess the company’s value and prepare marketing materials that effectively communicate the value proposition to potential buyers.

Phase 2: Marketing. Next, we create a list of potential buyers, including strategic and/or financial buyers, based on our knowledge of each buyer’s acquisition criteria. While, in some cases, more than 100 potential buyers may be contacted, it is not unusual to target a much smaller number of the most likely buyers. In all cases, no potential buyer is contacted without our client’s approval.

The process of contacting buyers, communicating the investment merits, coordinating confidentiality agreements, answering questions and receiving initial bids is time-consuming. We manage this process, so that management can focus on operating the business.

Phase 3: Due Diligence. Once initial bids are received, we assist the owner in determining which parties are worthy of proceeding to the next step. In the next phase, we work closely with management to provide each party access to detailed information on the company, including a site visit and management presentation, to ensure they have sufficient information to make a final offer.

When the final offers are received, we assist the owner in determining the winning bidder and negotiating the letter of intent, or LOI.

Phase 4: Closing. Once the LOI is signed, the process shifts to confirmatory due diligence and preparation of the legal documents. We continue to act on our client’s behalf, ensuring everything moves according to schedule towards closing. During this period, we work closely with the owner’s attorney and accountant in the negotiation of the remaining contractual terms to maximize after-tax proceeds and minimize ongoing liabilities.

The typical sale process will take approximately six to nine months from the time the owner’s team is assembled.

Other Advisory Services

Raymond James assists companies, creditors and stakeholders across a spectrum of corporate liquidity situations. These circumstances may include Chapter 11 financial restructurings, credit agreement restructurings, divestiture analysis and execution, debtor in possession (or "DIP"), and exit financings.

Our teams also provide valuation analyses for businesses and ESOPs. This service is similar to a business appraisal in that it entails assessing the value of the business.

In addition, we offer fairness opinions to shareholders, as well as to boards of directors and their committees in cases where they require an independent third party to opine on the fairness of a transaction. Most often, fairness opinions are performed in conjunction with M&A transactions, to ensure that shareholders are getting a fair deal in the merger or acquisition of their company.

As a Raymond James client, you have access to the services offered by our investment banking department. To learn more about Raymond James Investment Banking, please contact us and we will put you in touch with the appropriate team.