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The process of selling shares
Phase 1 | Preparing the company for the process
In the first place, we define and describe the qualities of the Company, which determine that the investor will be able to offer the best price. For this purpose, we prepare a package of transaction documents, including information memorandum, financial forecasting model, valuation of the Company. The documents we have developed are highly professional and are highly rated by investors. They help the potential investor to analyze the company and prepare an initial offer. Only reliable preparation of the company for sale allows you to go through a difficult negotiation process and get the best possible price.
Phase 2 | Establishing contacts with investors
In the next step, we start searching for potential buyers. We identify those companies, financial institutions and capital groups whose size, financial resources, current market activity and strategic alignment give high probability of interest in acquiring our client. We conduct research at home and abroad. For this purpose we use our own contacts as well as a number of professional tools such as ISI Emerging Markets®. We have long and close relationships with most of the private equity investors and many private investor groups in the domestic investor market. We do not use mass mailing methods, use of casual agents, advertising in the media, etc. We are always in direct contact with the decision makers of the investors.
Phase 3 | Negotiations
Once the potential buyers have submitted their formal interest and signed a confidentiality obligation, we will provide them with the Information Memorandum and we will maintain a working contact in order to prepare the initial offers. We organize visits and presentations or teleconferences and answer specific questions about the company. Upon receipt of the initial offers, we conduct a parallel negotiation round with all interested investors to identify the best bid. In this phase we help to achieve not only the best price but also the optimal transaction structure. We also negotiate mechanisms that minimize the legal and financial risks of existing owners after taking over the control of the company.
Phase 4 | Due diligence and closing of the transaction
At the next stage we supervise the Company's audit process by the "due diligence" of the investor. The purpose is to verify the information provided in the transaction documents. The subject area of study is usually financial, legal and operational. During this two-week study, we help you prepare documents and information and provide ongoing explanations. At the end of the study, the parties are involved in the preparation of transactional and per-transactional agreements such as changes in the composition of the company, organizational integration, requests for administrative authorizations such as the UOKiK, etc. Holon supervises the whole process by recommending the selection of specialized legal advisers and others and assisting the parties quickly and efficiently. close the transaction.
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What does an industry investor expect?
An industry investor, unlike a financial investor, does not give priority to return on investment and financial risk. The main motive for investing is usually the prospect of long-term strengthening of the competitive position of the combined companies in the market. Therefore, the attractiveness of the project is measured by the market share, quality of the customer base, brands, product profile and quality of management.
To invest capital, an industry investor must be convinced of the business fit and potential of the company.
Industry Investor expects:
- synergies in key functional areas (products, brands, customers, organization);
- the belief that the company is managed confidently and efficiently;
- the share of existing owners and / or management in development, at least in the first two years after the investment;
- protect your interests in the company through special powers;
We have taken part in trade deals with industry investors so we know their expectations and the priorities they have in the negotiation process.
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What does a financial investor expect?
A financial investor assumes overestimation of the investment risk and is skeptical about the project because it does not know the company thoroughly, its potential and internal conditions, and the market environment.
In order to invest capital, one must be convinced of the success of the venture and its impact on the control of the key risk components.
Financial investor expects:
- The company has a superior product / service offering, a technological advantage, or an attractive investment project;
- will receive an appropriate return on invested capital (at least 15% per annum);
- the company has a good managerial staff, will be managed confidently and effectively;
- protect your interests in the company through special powers;
- the ability to exit after a certain time (reselling your package to other shareholders, a new investor, or introducing a company to a stock exchange);
We have been involved in transactions on the part of financial investors so we know their expectations and priorities, which they are guided by in the negotiation process.
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How are we looking for investors?
In recent years, we have assembled a broad base of domestic and foreign industry and financial investors that we have invited to participate in our transactions. We cooperate with over a dozen foreign institutions, consulting companies, investor associations and industry organizations of international companies. We also use a number of professional tools such as ISI Emerging Markets®, S&P Capital IQ® or Acuris® to identify active industry investors around the world. Thanks to our business contacts in Central and Eastern Europe, we are able to identify those companies that are already present in our neighboring markets and potentially preparing to enter the Polish market. We cooperate with Polish and international private equity funds and investment banks. With this group of investors we closed many transactions for our clients.
We do not use mass mailing methods, use of casual agents, advertising in the media, etc. We always contact directly with the decision makers of the investors.