Advisory services

Making strategic business decisions requires reliable data sound analysis, and experience in applying strategic decision-making tools. When making critical decisions in the presence of competitive pressure or market uncertainty, executives may also face multiple, conflicting objectives or interests inside the organization. The strategic use of an outside consultant can deliver objective third-party input to support strategic decision-making. Geo Strategy Partners provides insight, intelligence, and strategic advisory services to help you navigate the competitive landscape and make sound strategic decisions. Rely on us to review your assumptions, run sensitivity analyses on your scenario planning, bring market insights to the fore, review business planning, stress-test business-unit strategies, and facilitate decision-making.

We strive to be more than a vendor: we aim to be your trusted adviser to help you determine…where you are….where you need to be…how you get there.

Competitive market analysis

A merger or acquisition is a tactic, not a strategy. It is a means to an end and, typically, the end is top-line and bottom-line growth. A clear understanding of the strength and positioning of competitors, market trends, and customer needs supports top-line growth. Geo Strategy Partners is somewhat unique in the world of M&A because of our extensive market research and strategy experience. Our core competencies include:

• identifying, profiling, and vetting acquisition targets
• determining key industries for investment and divestiture
• finding optimal buyers for a company based on an understanding of their strategic objectives

Our competitive analysis capabilities deliver a decided advantage and enable you to know…where you are on the competitive landscape.

Due diligence

Getting to a negotiated agreement and signing a Letter of Intent is only half the way home for a successful acquisition. Operational, market, financial, and legal due diligence can take from one to twelve months, and change the value and structure of the deal significantly. A trusted M&A advisory firm that can manage the process with discipline and efficiency significantly improves the process and outcome. At Geo Strategy Partners, we are experienced in working with and managing the involvement of lawyers and accountants, but we also evaluate business operations, perform market due diligence and company valuation. On the sell side, we minimize your risk of getting a “haircut” after you have ventured down the road with a single buyer. On the buy side, we ensure you know and understand what you are buying in terms of financial performance, market position, human capital, and competitive strengths.

Information Memorandum

Call it a “pitchbook,” “Confidential Information Memorandum,” “CIM,” “business plan” or “offering prospectus,” it comprises the initial information on which a prospective buyer decides their level of interest in your business. Because the facts and financials presented in the CIM are used by a prospective buyer to determine initial value, it must be prepared professionally and must accurately present your business in a manner that showcases its true value as well as withstands rigorous scrutiny and due diligence.

At Geo Strategy Partners, we analyze all aspects of your business and vet financial information and performance metrics in the preparation of a CIM. Because we understand how buyers will analyze a business, we prepare robust information memoranda, capable of withstanding rigorous analysis. We recast financial performance under various acquisition scenarios, build sound financial pro formas based on well-researched market assumptions, and showcase competitive strengths you possess that will resonate best with potential suitors. Don’t hand your information memorandum off to an accountant or an attorney: entrust your business value to business professionals.

Private auction

Key to ensuring our sell-side clients achieve maximum value for their companies is our process for engineering what is best described as a blind private company auction. When prospective buyers know they have competition but do not know who the competition is or how they value a company, they are forced to put their best proposal forward early in the process. Geo Strategy Partners is able to orchestrate this competitive dynamic by first identifying a long-list of the most suitable candidates and then tightly managing the process and controlling the communication in order to ensure each suitor is competing on an equal footing. Our multi-step disciplined process keeps the seller in the driver’s seat longer in the process and leverages the dynamic of competition in an otherwise private marketplace to achieve the optimal value.

Private placement

“Private placement” or a “private offering” is sometimes employed to raise growth capital in tranches at staggered valuations rather than an outright company sale or merger or joint venture. It requires a different approach than a traditional company sale and is often targeted to private equity firms, venture capitalists, or high net worth individuals. The key to a successful private placement is to target the right investor groups and demonstrate a laddered approach to value creation so that funds raised in each tranche of shares is used to increase the value of the company prior to the next offering. Let us consult with you to determine if a private placement approach is right for your business.

Pro forma development

The key to a maximizing the value of your company is to demonstrate that the net present value of future cash flows will generate a positive ROI for the buyer. In order to accomplish this, a well constructed pro forma, grounded in sound assumptions, must be created. We spend time with your sales and marketing, financial, and operations personnel to build the foundations of assumptions on which a well-constructed pro forma can be based. We typically create multiple scenarios based on likely, most optimistic, and worst cases and build in sensitivity tests of input assumptions. Our pro formas are do not resemble wishful hockey stick projections, but rather solid financial models based on stress-tested assumptions developed in concert with your team that stand up to investor scrutiny.

The Geo Strategy “Process” for selling your company

We manage a disciplined process to ensure you receive maximum value for your company on the sell-side. Creating and maintaining a rigorous process and managing the sequence and flow of communication is essential to a successful sale. The “process” involves elements of market research, valuation, negotiation, facilitation, and an understanding of deal structure. A simplified version of our process is described below:

• Develop an acquisition attractiveness model utilizing criteria co-developed with stakeholders
• Develop a draft and then final numbered version of the Confidential Information Memorandum (CIM) in concert with the client
• Conduct an internal valuation as a point of reference for negotiation
• Conduct global research to identify a long list of strategic and financial buyers in the company’s space as well as adjacent spaces
• Draft a teaser letter and deliver to the long-list of strategic and financial buyers to determine their level of interest in receiving a copy of the CIM
• Require completed NDAs with all companies expressing interest
• Develop a “Process Letter” to be distributed to prospective suitors to ensure all follow the procedure and communication plan
• Deliver CIMs via FedEx, along with a deadline for expressions of interest
• Review with client companies expressing interest
• Rank suitors based on various fit criteria and deal structure as well as enterprise value to ensure negotiations proceed with the best fit potential investors
• Request indicative offers
• Orchestrate company visits with client
• Commence negotiations; negotiate to a non-binding Letter of Intent (LOI), subject to due diligence
• Determine the ideal deal structure
• Manage due diligence process- coordinating the efforts of client's legal and financial team
• Further refine final negotiated terms
• Support integration post-acquisition

Finally, we are your strongest advocate and we approach negotiation as if we owned the company; however, we keep you involved in all critical points of decision-making.

Valuation methods

Valuing a private company is a critical but elusive process. Because there is no exchange to determine market value, value is ultimately the amount the seller is willing to accept and the buyer is willing to pay. A methodical approach to valuation is critical to reducing the subjectivity that occasionally accompanies the purchase/sale of a private company. We utilize the following methods for valuing a private company:

Discounted cash flow (DCF) or net present value

Market value, or the price paid for comparable transactions

Book value, or the net of assets and liabilities (typically plant and equipment items are adjusted from depreciated to replacement value)

We also examine the strategic value of the acquisition to a specific buyer. This analysis requires research and is highly transaction-specific.

Finally, when we work on the sell side, we create a competitive bidding process among several suitors to maximize value for the client.