The Winbridge Group, Inc. works with our clients effectively and
efficiently to divest their companies, or a particular business within their
companies. Our process consists of six steps:
We agree with the Board of Directors on a reasonable value for the business. The
valuation is based on the financial performance of the business as well as its growth
expectations, its competitive position and the market conditions for the sale of similar
businesses. The agreement on the potential value of the business positions Winbridge
and the Board to deal effectively with potential acquirers.
Winbridge then generates an Offering Memorandum. This
Confidential document describes the business in detail, presents its outlook from
Management's point of view and outlines the Sale process.
Winbridge, in conjunction with the Management of the business,
identifies the list of likely Strategic buyers. The focus is on Strategic
buyers since these companies are usually willing to pay a premium over the pure financial
worth of the business. Winbridge then undertakes the direct contact of these
Strategic buyers and solicits their interest in making the acquisition. For
qualified, potential acquirers, the Offering Memorandum is provided once a
Confidentiality Agreement has been signed.
The qualified, potential acquirers are then invited to view the operations in person.
They are given a presentation that summarizes the Offering Memorandum and
to ask clarifying questions. Next, they are given a tour of the operations and
introduced to the key people in the organization.
After this meeting, those potential acquirers who maintain an interest are requested to
provide a Letter of Intent which includes the price they are willing to pay for the
business. These letters are evaluated and, after a negotiation process with
several firms competing with one another, one company is selected for a limited
time, exclusive opportunity to conduct their due diligence and reach a definitive
agreement to purchase the business.
The due diligence process allows the buyer the opportunity to obtain detailed
information on the business which confirms the information provided in the Offering
Memorandum. At the conclusion of this process, the Purchase and Sale agreement is
negotiated and signed. The closing then follows.
Our Press Releases outline a number of recent, successful transactions completed by The
Winbridge Group, Inc.
Our long-term experience in working with numerous companies to market
and close on a transaction ;
Our skills in Valuation techniques provide our clients with a realistic
estimate of the value of their business;
Our capability to produce an effective Offering Memorandum presents the
business to potential buyers in its best light;
Our ability to market the business effectively by working closely with
key, potential acquirers so that they have the information they need to make a good
Our skills and experience in negotiating with potential buyers in
support of our client to maximize the purchase price and bring the deal to a timely close.
As we initiate our divestment program, we work with our clients to ensure that we
have an agreement on the valuation of the business to be divested. Winbridge has
extensive experience in valuations including the construction of financial models which
are used to show the alternative futures of the candidate. We use this experience
and skills in assessing the value of the business and share our findings with our client.
Generation of The Offering Memorandum
We have extensive experience in writing Offering Memorandums. These documents are
crucial in the sale of a business. They must be absolutely accurate in the manner in
which they present the business; but they are also selling tools. In
this way, the business is presented in its best light.
To write the Offering Memorandum, we work closely with the Management. We depend
on the Company's information but organize and present it to best represent the outlook for
the business to be divested. This same material is used to generate a slide
presentation. This presentation is used as a discussion vehicle during potential
buyer visits to the operations.
Most of the businesses for which we provide divestment assistance operate in industries
with which we are familiar. This experience helps in writing the Offering Memorandum
but also is vital to having good contacts with potential Strategic buyers.
Because we are familiar with the industry, we speak the language and know what is
important to potential buyers.
Our client takes the primary responsibility for conducting the negotiations with the
potential buyers. Winbridge, however, provides strategic inputs to our clients and
plays a supporting role during the contacts.