Paladin works with small and medium-sized private businesses across a great variety of industries in western Canada. In fact, Paladin is well-noted for the diversity of business-types and industries it has worked with over the years, including: manufacturing, distribution, wholesale, oil and gas products and services, engineering, environmental, transportation, logistics, mining, construction, real estate, construction trades, general contractors, telecommunications, retail, infrastructure, technology, medical services, food packaging, tourism, health and wellness products and services, industrial products and services, amongst others.
Paladin adheres to policy in accordance with the Personal Information Protection Act (PIPA) and best practices employed for confidentiality, ethics and professional standards by the Canadian Association of Management Consultants and the Alliance of Merger & Acquisition Advisors.
Paladin coordinates and cooperates with each client respecting the procedures and policies for all sensitive communications and activities that may require careful confidentiality, non-disclosure and non-circumvention provisions.
Paladin is very pleased to attend “lunch-and-learns” on a wide variety of business improvement, strategic and business planning, succession, transition and M&A advisory topics of interest to prospective clients and service providers, such as accountants, lawyers, wealth planners, commercial lenders, et.al. Please contact us to discuss your interests.
A typical boutique investment bank is a smaller, more personal investment bank that specialized in one or more aspects of investment banking, such as: corporate finance, mergers and acquisitions advisory, exempt market dealings, business valuation, debt restructuring, private equity, etc. The boutique may also specialize in a geographic area or specific industry.
It will vary depending on the M&A advisory firm that you work with because services can vary widely. Broadly, all M&A advisory firms provide services to facilitate the divestiture of your business or acquisition of a target business, with services including, research into market trends and valuation metrics, investigation of the business affairs, preparing presentation and marketing materials, due diligence, seeking acquisition opportunities and developing market interest in your offering. Paladin further offers management consultancy services for developing business investment value, market offering readiness, ownership succession and transition, management buyouts, employee share ownership plans, business fairness valuations (often used for tax, restructuring, and transaction purposes), strategic and business planning, and credit submission proposals for senior and mezzanine debt financing.
In the profession of business valuation it is important to understand there are many types of value, such as: liquidation value, insurance value, subjective value, strategic value, value-in-exchange, minority share value and the better known, fair market value. Fair Market Value (or simply, “Fair Value”) is characterized as that conceptual price that a willing buyer and willing seller would accept, where the following conditions are met: buyers and sellers are reasonably knowledgeable about the business and surrounding circumstances, they behave in their own best interests, payment terms are equivalent to cash (or market equivalent terms), there is no undue duress on either party to act, the transaction is completed in a reasonable amount of time. The actual transaction price of a business may vary considerably from the Fair Value because of circumstances and terms surrounding the transaction, including the business’s readiness for due diligence and offering, obtaining proper exposure to the market, compelling synergies and benefits to the buyer, and competitive bidding for your offering.
Yes, careful preparation, thoroughness and willingness to look closer will improve your business whether you are selling or looking to build greater investment value in your business.
For most private company owners and shareholders the decision to sell your business is a deeply personal one that Paladin carefully respects and understands. It is not wise to begin the process of selling unless you have determined it is right for you. If you are not sure if you want to sell, you may wish to consider the reasons why and perhaps explore the factors affecting timing, which include: that you are ready to transition to a new role in life, that the business is properly prepared for an offering to the market and the general industry and economy are in favourable trends. You may also wish to explore other transition options, such as: family succession, management buyout, employee share ownership, adding working-equity-partners, raising equity to “take-some-chips-off-the-table,” hiring and training replacement management, or even refinancing depending on your goals. Many former owners enjoy fulfilling personal pursuits after a sale while others transition to starting a new business, albeit one that better suits their current interests.
Paladin has considerable experience working with larger, private shareholder groups with diverse interests and agendas. These are dealt with on a case-by-case basis with awareness and sensitivity.
The market is becoming much more sophisticated and complex on all fronts, especially for small and medium enterprise (“SME”) transactions. Deal structure may be a share sale, asset sale or combination of both (“hybrid deal”), and may include elements of vendor-assisted financing, senior and mezzanine debt, contingent/performance payments, restructuring holding- and affiliated-companies, purification to meet tax requirements, complex tax or estate matters, sorting through intercompany financial dealings, normalizing financial statements, and purchase and sale agreement representations, warranties, indemnities, conditions and terms. Transactions are becoming more sophisticated in the SME marketplace.
Due to the complexity of many transactions today, whether a small or larger company, Paladin works closely coordinating and collaborating with the best legal, tax and other professionals on the deal team.
To optimize the sale of your business and personal legacy you should try to consider the best timing for three factors: 1) yourself (company shareholders), 2) your business, 3) the economy/industry. Ideally you want all three to be on an up beat with positive trends. Further, after you have gone to market offering your business confidentially, you want to be able to respond to requests in a timely manner. Too much delay, hesitation or scrambling during the process will jeopardize your opportunity for a successful transaction.
The M&A market for SME private companies are typically less liquid and less transparent for buyers and sellers. This means it often takes longer to create a sale than for much larger or even well established public companies. There are many reasons for this, which Paladin would be pleased to discuss with you. Depending on your business’s market readiness, industry trends and economic circumstances on a micro and macro level, most private business owners should plan for a minimum of six months and up to two or more years to realize their divestiture goals. In circumstances where a sale is urgent, the process can be shorter but the price and terms of sale are usually less favourable.
In virtually all cases this is done initially on a controlled, confidential basis using anonymous means and presentation materials. The channels and means used will depend on your business and preferences, but may include contacts within Paladin’s network, researching contact databases, M&A industry associations/affiliations, client contacts and prior inquiries, internet portals, direct calls to executives, email outreach, advertising in specialty publications, and as appropriate contacting industry participants. Some businesses will have more local appeal whereas others may be ideal for international exposure, which may require Paladin’s overseas network/contacts and participation in trade missions/shows and relevant financial conferences.
If you are selling you want to make it easy for the prospective purchaser to see the value in your business and to establish trust. Think of conducting due diligence on your business as though a buyer would do and presenting your business as a purchaser would want to see it. You certainly do not want problems and issues to come to light after you have started the process because the big deal risks are time and money. It is important to realize that the selling or buying of a business is usually a voluntary process (unless your business is in distress) where each party feels compelled to act in their own best interests. The key is to close the gap that exists between the interested parties. This requires good communication, appropriate disclosure and timeliness.
Paladin consults and collaborates with our clients to establish a confidentiality protocol and disclosure approval system that ensures the best practices for sustaining confidentiality. Paladin uses client-collaborative judgement, non-disclosure agreements, carefully-planned dissemination of sensitive information, and other means, to maintain confidentiality.
Paladin adheres to strict standards of professional conduct and ethics in accordance with our professional associations. More importantly, it is a priority for us to build your trust and respect. Better still, please get to know us and check our references and talk with our past clients. We’ve even included some written and video testimonials on our website to help you get started.
Paladin is competitive in the marketplace for the high-quality, high-touch of our services and, in fact, often quite a bit less expensive compared with much larger firms. We’re able to do this because we focus on serving the lower-mid market spectrum and by managing our overhead expenses. Our fees may be based on hourly rates, fixed-term work fees and, as appropriate, (contingent) success-based fees.
Paladin often stays in touch with clients who have sold their businesses so we get to follow-along on their journeys after a sale. Our experience is that such clients move on to new important activities in their lives, quite often in warm-climate places. It is such a pleasure to see them enjoying life with less stress, whether they decide to travel, spend more time with friends and family, charity work or in some cases, have moved on to start new businesses and ventures, act as board directors or angel venture capitalists. You can see some of these stories in our videos.