Determine | Build | Realize
About Neri Capital Established in 2006 – Originally as a Merger and Acquisition Firm Today, our firm specializes in Determining, Building and Realizing value created by business owners Focus on privately-held and family owned businesses Neri Capital has closed 140+ sell and buy-side transactions since inception Each Neri Capital’s service has a process. Experience has taught us when we follow the process, we close the transaction Firm’s professional are entrepreneurs. Most team members have founded, grew, and successfully exited their business.
Neri Capital Business Size Focus
Neri Capital Team of Advisors
Neri Capital Team of Advisors
Neri Capital Services – How we Determine, Build & Realize
Neri Capital Assembles and Coordinates Deal Teams Wealth Tax Advisor Advisor Business Owner M & A Advisory Transaction Trust & Estate Attorney Attorney Business Valuations Risk Management / Insurance Exit Planner Advisory
Neri Capital Unique Value Proposition Always a fiduciary relationship (trusted advisor) with clients Each service have a defined, disciplined and proven process Provide each client a comprehensive business valuation Clients complete NCP’s detailed Questionnaire Develop all transaction documents: Confidential Information Memorandum, and other ancillary documents Identify, vet, and financially qualify buyers/investors Provide clients impartial advice, in depth analysis, transaction experience and expertise
Neri Capital Partners’ Services and Process
Sell-side – Structured Sales Process Preparation Narrowing the Field The Sales Process Closing the Deal (Four Weeks) (Six Weeks) (Ten Weeks) (Six Weeks) Additional Meeting with final Contact buyers, financially qualify, Understand client’s objectives Selected buyers hold Buyer. and secure NDA. through discussions, comprehensive discussions with owner, NCP’s Questionnaire, gathering management team and qualitative & qualitative information. facility tour. Mutual Due Diligence period . Release Information Memorandum to vetted buyers. NCP completes business valuation & Preliminary negotiations with develops exit plan. Seller approves buyer. Finalize deal structure and terms. Follow up discussion with each Buyers. NCP develops transaction strategy Request Letter of Intent from Counsel drafts Definitive Purchase Seller approves . selected Buyers. Agreement & ancillary documents Request Letter of Interest / proposal based upon NCP specifications. NCP prepares offering package; Evaluate offers from client. Resolve open issues, if any . includes Information Memorandum, collateral Evaluate initial offers with documents, etc. Simultaneous negotiations with Client. selected buyers. Close Transaction Client approves offering package Select final buyer. Select final buyers. NCP Develop Buyer list. Seller Seller Involvement / Approval Handled by Neri Capital Partners approves.
Sell-side – Bilateral Process Preparation The Sales Process Closing the Deal (Six Weeks) (Twelve Weeks) Sixteen Weeks Negotiate LOI with Buyer(s). Request Quantitative and Launch Marketing Initiative. Qualitative information from Client Coordinate Buyer’s due diligence Respond to inquiries / qualify document requests . buyers / execute NDA / send Information Memorandum. Meet with Client/Discuss Objectives; sales structure; Buyer confirms acquisition preparing company for sale; financing from Bank. Answer initial questions from identify deal team members; Buyers. complete business valuation . Buyer’s Counsel Draft’s Definitive Purchase Agreement. Coordinate Conference calls. Client completes Questionnaire . Buyer / Seller & Counsels Site Visits by Buyers; meet negotiate Definitive Purchase NCP Develops Marketing management team; tour facility, Agreement. Strategy; Client approves . answer buyer’s questions NCP prepares offering package; Close Transaction includes Information Memorandum, collateral Seller Involvement / Approval documents, Seller approves . Handled by NCP Handled by NCP & Client
Buy-side – Business Search Process The Sales Process* Closing the Deal Preparation (Twelve Weeks) (Six Weeks) (Fourteen Weeks) If interested: Discuss transaction Client provides quantitative and Coordinate client due diligence process, execute NDA, request qualitative information on self / document requests from client quantitative & qualitative company. information from Seller. NCP & Client compiles list of Client finalizes acquisition businesses that meets Clients financing. NCP prepares comprehensive specifications; Client approves list. executive summary for client, including business valuation. Client’s counsel drafts Definitive Client provides search Purchase Agreement. specifications to NCP . Client-decides go / no go. Write letter to each potential If go: Coordinate conference Client negotiates Definitive seller. Content: identify clients, calls and site visits. Purchase Agreement with Seller. client’s experience & qualifications. Decide on Deal Structure & assist drafting & negotiating LOI. Follow-up each letter with phone Close Transaction call to Sellers. Client Involvement / Approval *Note: Sales Process is repeated for each interested Seller Handled by Neri Capital Partners
Neri Capital Exiting Planning Process DISCOVER PREPARE DECIDE Go to Advanced Value Creation Values Business Go to KEEP Assemble Personal & Advanced Valuation Proof Grow Financial Planning Value Prioritzed or Creation Action Exit Prepare Business SELL Plan Access Master Plan Improvements Personal De-Risking Initiate Business Selected Owner Financials Transaction The De-Risking stage is designed to be much more Program completed over two to six months to ready the educated here business and the owner for transition. Key Milestone The Strategic Framework should be used if the goal is longer-term strategic growth.
Business Valuations NCP Business Valuations are Market Accurate: Patented algorithm analyze and calculate market sector specific value. Data is continually provided from 24 sources, including anatomized IRS data. NCP / Client remove all personal expenses that were expensed in Client’s P&L Statements. NCP Deliverables – Meet with Client and review valuation report written in easy to understand explanations and examples: Client’s Business market value is provided in Asset , Equity and Enterprise Values . Thirteen Key Performance Indicators (Metrics) compared with all same sector companies. Return on Equity (ROE) Income to Revenue ratio Receivable Conversion (DSO) Cash Flow-to Revenue ratio Inventory Turnover ratio Inventory-to-Income ratio Fixed Asset Turnover ratio Receivable-to-Revenue ratio Debt-to-equity ratio Fixed Asset-to-Income ratio Interest Coverage ratio Total Debt-to-Income ratio Income-to-Debt ratio Required Financial Information: Past 4-years Profit and Loss Statements & Year Ending Balance Sheets. YTD Actual with revenue projections for rest of year. Valuation is delivered within 3-business days after requested information is received .
Client’s Testimonials
Neri Capital Client Testimonials “Neri Capital Partners team is very knowledgeable and smart! The entire team of senior advisors worked tirelessly for us and was always accessible to discuss and resolve issues by presenting an alternative solution. The firm’s Confidential Information Memorandum, Teaser, and Seller’s Presentations were fantastic and full of pertinent information to assist the potential buyers in making a go/no go decision”. Ruan Westraad, CEO Sexton Dental Clinic, Inc. "The Neri Capital team was 100% dedicated in ensuring a successful outcome for our transaction. I have never experienced senior-level advisors performing as if we were the only engagement they had. I would highly recommend Neri Capital as a Sell- side advisor”. Dan Evans, CEO LaGrange Landscape and Maintenance, Inc. "Confidence” - that is the true, defining takeaway from our experience with Neri Capital Partners. They communicated from the beginning the firm had developed a process, and if we followed the process, we would close the transaction. No doubt, their process worked, and we closed the transaction for an all cash offer. They are absolutely the guys you want on your side of the table”. Larry Lamanca, President / CEO American Door and Glass, LLC
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