Polish-Australian-American Business Immigration Support  &  Services 

Acquisitions of Principal or privately held companies, with Joint Venture Equity Partners or management Executives. Hess Business Brokerage  is highly experienced in a wide variety of Companies and Real Estate-related
Ventures including Hotels and Resorts. We look at where a company is in its life cycle and assess the factors that affect the growth of its market segment and the ability of the company to increase market share and profit margins. Our interest is in three types of transactions:

1. Small to Mid Size Market Niche Companies
We prefer companies that have shown strong growth and are capable of sustaining a 15% to 20% earnings increase per annum for 3 years to 5 years after acquisition. Pretax earnings for the latest 12 months should be at least $250,000. Typically, these are. companies with low asset bases in relation to shareholder value and that, because of their growth, consume capital. Thus, we seek to provide a capital structure that addresses not only the acquisition but the continued financial requirements of a growing business. When and where appropriate, we will invite the retention of an equity interest by the seller(s) or key management. This is an the attractive incentive for owners/managers seeking personal liquidity but wishing to remain active in the business and thus benefit from future equity appreciation.

2. Industry Consolidation
Our objective is to focus on companies that can serve as the nucleus to add related businesses. Usually, these are in fragmented industries where consolidation can complement a company’s competitive position, improve customer service, and decrease product or service cost.

3. Under-performing Destress Companies, Turn around or Chapter 11 Opportunities
The 1980s and 1990s spawned excesses of financial leverage in a recession environment. We believe there are consequent. Opportunities to achieve superior investment returns in underperforming, turnaround and Chapter 11 companies. Unlike market Niche companies, purchase prices for transactions in this category, should bear a reasonable relationship to the asset value. Our preference in this category is for companies that have revenue in excess of $4 million in the latest 12 months.

4. Acquisition & Management Focus
In all the three above categories, our focus is to identify such companies that have the potential for significant profit improvement. Our procedure is to provide strong incentives and equity ownership for remaining management within the target company. Our experience shows that companies produce success because of the quality of their management. Consequently, we participate as active advisors and directors and work with management to establish realistic strategic and operational objectives. Once these goals are established, the company’s management is responsible for all day-to-day business decisions.

The Confidential Business Review is a comprehensive report containing the following information in Acquisition Process as follows:

• Executive Summary
• Business Description
• Products and Services
• Markets and Customers
• Competition
• Organization
• Facilities
• Financials
• Assets and Equipment
• Exhibits

The Hess Business Consulting, Acquisition Process is an eight-step process that identifies, introduces, negotiates, and closes acquisitions. Here are the eight steps:

1. Develop Acquisition Criteria
First, we meet with the Buyer to understand exactly what the company is looking to accomplish with an acquisition. We discuss the strategic fit of an acquisition in terms of size, industry, functionality, location, and management bench strength.

2. Identify Target Companies
Next, we research the market, trade associations, and subscription, proprietary, and internet databases and resources to identify a preliminary list of acquisition targets.

3. Create and Clarify Value Proposition
Together, HBC Advisors and the Buyer create a compelling value proposition for the acquisition targets. The value proposition is presented to interested companies in the form of a marketing book that features:

• The strengths and advantages of the acquirer;
• The value the acquisition will bring to the combined companies;
• The strategic fit;
• Examples of Pro-formal financials; and
• The financial strength and financing ability of the acquirer.

4. Marketing Campaign
The HBB prepares and implements a marketing campaign that includes an effective direct mail campaign; follow-up phone calls to business owners that Spell out the value proposition; and a follow-up letter from the firm. Marketing campaigns also include select Internet channels and communication with a broad database of industry and referral sources.

5. Meet with and Screen Target Companies
The HBB meets with target companies that have been pre-qualified and educates the potential seller as to the process. We further qualify the company, obtain necessary financial and operational information and documents, and set expectations as to price and terms.

6. Present Acquisition Options to Buyer
The HBB sets up a set schedule of meetings with our client every two to four weeks for the period of our engagement. As Touchstone identifies qualified acquisition targets, we set up meetings between the decision-makers to see if there is a cultural and personality fit between the companies.

7. Negotiate Price and Terms, Prepare Term Sheets and Letters of Intent
The HBC works with the Buyer to negotiate and prepare term sheets and letters of intent. We can actually negotiate with several companies at once.

8. Due to Diligence and Closing
The HBCB will assist with due diligence and coordinate the due diligence and closing process.

Opportunities, fortunes, and relationships arewon or lost, shattered or repaired, by the interaction of individuals, their assessment of a situation or the goal, and their strategies and tactics to achieve a successful negotiated conclusion. Successful negotiators are not simply born that way–they are honed by experience, fortitude, and the deployment of strategies and tactics applicable in each situation. The cliché “everything is negotiable” is misleading because people have principles, beliefs, and values that they simply will not alter or negotiate. Experienced negotiators do the homework necessary to understand their adversary and create a plan of action to achieve a fair result for all parties. Or as far as you need to be! This plan of action is broken into two parts: 1) Strategy and 2) Tactics. Strategy is the complete blueprint of how everything comes together, much. like a General looking over the field of battle. Tactics are the steps, measures, and methods employed to achieve a certain strategic goal. Both interact together, though they are entirely different; tactics can never bring about a successful result without a master’s strategic plan. At Hess Business Consulting, our professionals are not only businessmen they are skilled negotiators as well. For over three decades, Hess Business Consulting business professionals have demonstrated their ability to successfully initiate and negotiate transactions by designing, implementing and closing deals – both for us and for our clients. Our collective experience in the areas of mergers and acquisitions, divestitures, turnaround management, corporate restructuring, securing debt or equity financing and contractual issues is available on a retainer fee basis.