Buy Side M&A

Franchise investors often face a variety of strategic business decisions.

We’ve seen it all.

We’ve conducted transactions all over the world, and across many different sectors including food and beverage, healthcare, retail services and fitness, among others.

Regardless of the situation, we have the experience and ability to employ empirical, fact-based analysis to provide the best possible solution.

We focus on what matters.

We tailor each of our advisory engagements to the specific situation to ensure we are providing the proper support given the needs of our clients.

Our Buy-Side Process

Develop Strategy

Establish Buy-Side M&A plan aligned with client’s goals

Assess and shore-up management preparedness for
M&A strategy implementation

Bolster financial readiness for executing on various transaction structures, debt and equity capital source

Identify Targets

Develop detailed and disciplined target criteria based on internal financial and strategic goals

Provide detailed research, analysis and feedback
of intended target industry

Develop detailed target profile, including expected valuation and desired financial metrics

Establish target list

Target Outreach

Execute marketing plan with direct, hands-on
outreach to desired target list, including marketed and/off-market opportunities

Select optimum target candidates among
various willing participants

Assess Value

Assess value of all assets, including but not limited to, the franchise agreements, fixed assets, real estate and inventory

Provide comparables and evaluations of similar transactions and evaluate historical performance including variations to market performance

Build financial model to assess current value with the following outputs: (i) Free Cash Flow; (ii) Internal Rates of Return; (iii) Fixed Cost and Debt Service Coverage Ratios, and (iv) Lease Adjusted Leverage

Negotiate Transaction

Negotiate all business terms of the transaction agreement

Present acquisition offer via Indication of Interest (IOI) or Letter of Intent (LOI) to intended targets

Negotiate deal structure and major deal points

Conduct Diligence

Lead Due Diligence Program that includes both analytical and confirmatory elements within eight primary categories: (i) Organizational Documents; (ii) Capitalization; (iii) Financial Statements; (iv) Real Estate; (v) Contractual Obligations (vi) Labor and Personnel (vii) Legal/ Regulatory, and (viii) Insurance

Project unit and consolidated performance and assess capital requirements, including debt and working capital

Coordinate any necessary additional 3^rd party diligence, including Quality of Earnings reports, Human Resource compliance audits and Facility Inspection

Negotiate Definitive Agreements

Negotiate definitive agreement with Seller and coordinate drafting of agreements with Buyer’s and Seller’s attorneys

Assist in negotiating agreements with franchisor: i.e. franchise agreements, lease terms, capital investment requirements, personal guarantees, development agreements

Assess terms and negotiate new terms for lease agreements

Lead negotiations with sources of capital,
including lending institutions

Coordinate Closing

Lead closing process of any financing, debt or equity

Work with attorneys and closing agents to create an accurate Closing Statement

Assist transfer of leases and franchise agreement

Provide post-closing integration services as requested

What’s Your Game Plan?

What space are you looking to invest in?

Transaction Size?

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Creating long-term value for our clients, has earned us our status as a trusted advisor.