The Best Deals Need No Introduction

One of the biggest reasons I love investment banking is that it combines the deep expertise of multiple disciplines. The most successful investment bankers are “quick studies” of nearly any sector and have deep expertise in marketing, finance and operations. The very best include a light garnish of professional salesmanship to effectively negotiate and win deals for their clients. Any good investment banker with his/her sales-cap on will likely state something like the following when looking to win a mandate with the client…

If the deal is a sell-side merger or acquisition:

"We actively promote your deal to the broadest market of potential buyers, ensuring you receive maximum exposure for your deal. When we take your deal to market, we build an extensive list of the most active business buyers in your sector. We not only have 'pocket buyers,' on the list of our existing relationships, but we also maintain an active proprietary industry database as well as subscriptions to Privco, CapitalIQ, etc. No rock will be left un-turned when it comes time to sell your business."

If the deal is a capital raise:

"Capital raises are rarely easy. Therefore, we suggest the broadest market approach possible. We will first focus on institutional players that invest in your sector. If our initial institutional list fails to produce the right outcome, we may work our way out from there to the investors of last resort, even eventually expanding to the individual accredited investors in a Regulation D 506(c) or Regulation A+ offering."

Either of the above pitches showcases a banker’s need to console the potential seller or issuer that regardless of how the process is run, a quality deal can get done. However, reading between the lines in these two statements shows somewhat of a lack of confidence in 1. the deal itself or 2. the investment banker’s own ability. I’ll leave #2 for another day and discussion. Truth be told, the best deals need no introduction. They do not need a broad sell-side auction, Regulation D 506(c), Regulation A+ or whatever the promoters are touting as the latest structure purported to complete a deal. The best deals not only stand on their own, they do not get shopped or re-traded. They are typically done behind closed doors with a simple handshake. And, just because such deals are not shopped, does not mean the owner-founders are squeezed-out or taken advantage of. They are the types of deal investment bankers like us are constantly hunting for.

The best advice to business owners is to build a great company. Great companies include those with healthy cash flow, high margins, recurring or repeat revenue, sustainability, customer/geographic diversification, clean cap-tables and streamlined operations. Such a business can almost sell itself.

The best companies attract investors without trying and substantial business valuation premiums without asking. They are not necessarily the unicorns of the world. Many are simply solid cash-flow-producing companies across the middle market. If your deal is good enough, multiple investment bankers will compete/vie for your attention and investor dollars will flow like the salmon of Capistrano.

Even if a company considers itself in the realm which I am describing, it is still advised to hire an investment banker with the right expertise in both industry and process.

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Nate Nead
Nate Nead is a licensed investment banker and Principal at Deal Capital Partners, LLC which includes InvestmentBank.com and Crowdfund.co. Nate works works with middle-market corporate clients looking to acquire, sell, divest or raise growth capital from qualified buyers and institutional investors. He is the chief evangelist of the company's growing digital investment banking platform. Reliance Worldwide Investments, LLC a member of FINRA and SIPC and registered with the SEC and MSRB. Nate resides in Seattle, Washington.
  • Peter Edward Welch
    Posted at 21:29h, 02 July Reply

    Hi Nate, certainly any business that has healthy margins great cash flow recurring revenue and solid customers ought to have no problem selling the business. Even though at surface level, the product the demand and the absence of substitute products could almost be described as the perfect storm. From the possible perspective of skepticism, it would perhaps be unwise to jump in and make an offer without a very thorough due diligence exercise. As the authors of financial shenanigans imply, there are far too many wonderful deals to be had until you strip off the veneer and look underneath. Often times there are many warnings present but strangely enough they go unheeded. Thus due diligence will either corroborate the excellence of the purchase, or alternatively open up closets which need further investigation. It would be so great if the multitude of businesses were honest, transparent and happy to cooperate with any number of due diligence exercises and not forgetting the auditors.

    • Nate Nead
      Posted at 17:05h, 06 July Reply

      Yes Peter. If we were too overly simplistic and general, you could likely put the spectrum into four buckets:

      1. Great deals with great financials.
      2. Great deals with bad financials.
      3. Bad deals with great financials.
      4. Bad deals with bad financials.

      In cases #2, investors often see gold and opportunity when performing due diligence as there is value to be extracted from such a deal when the valuation is reasonable. The worst kind of deal possible is deal #3 and it is what good due diligence hopes to uncover: all the untold skeletons and pitfalls of acquiring a potential lemon. In scenario #4, buyers should be able to see immediate problems. In all cases, ample due diligence is a must. You never want to go blindly into any situation.

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