Sell-side Advisory

Neri Capital Partners’ advisors engage with business owner(s) of family owned and privately held
businesses who transfer their business to the next generation of ownership. Our firm is market sector
agnostic and we serve our clients as a fiduciary (trusted advisor) for the duration of the relationship.

Our firm’s deep experience has taught that a successful transaction results from a well-developed,
definitive transaction process while maximizing their created value, and minimizing the client risks.

Neri Capital Partners offers its sell-side
advisory clients two sale processes:

Bilateral and Structured
sell-side process

At Neri Capital Partners, we guide business owners through both bilateral and structured sale processes, depending on their goals, business profile, and desired outcomes. Our comprehensive sell-side advisory services are designed to manage every phase of the transaction, from initial strategy to final close.

At Neri Capital Partners, we guide business owners through both bilateral and structured sale processes, depending on their goals, business profile, and desired outcomes. Our comprehensive sell-side advisory services are designed to manage every phase of the transaction, from initial strategy to final close.

Once aligned on goals, we agree on a price range and execute a formal engagement agreement between Neri Capital Partners and the client. The seller then completes an in-depth questionnaire to further inform our strategy. With this foundation, we develop key marketing materials, including an Information Memorandum, Teaser Sheet, and Seller’s Presentation.

As we move forward, we launch a targeted marketing program and assemble the deal team, which may include transaction attorneys, trust and tax advisors, and wealth managers. Our team then negotiates a Letter of Intent (LOI) with the buyer, in collaboration with the seller and their legal counsel.

The next phase involves coordinating due diligence between buyer and seller to ensure transparency and alignment. Once all conditions are met, we negotiate the Definitive Purchase Agreement and, ultimately, guide the process through to a successful closing of the transaction.

Structured sell-side
advisory process

6 weeks

Preparation

  • Understand client’s objectives through discussions, comprehensive NCP’S Questionnaire, gathering qualitative & quantitative information.
  • NCP completes business valuation & develops exit plan. Seller approves.
  • NCP develops transaction strategy Seller approves.
  • NCP prepares offering package; includes information Memorandum, collateral documents, etc.
  • Client approved offering package / buyer list.
  • NCP develops buyer list. Seller approves.
10 weeks

The Sales Process

  • Contact buyers, financially qualify and secure NDA.
  • Release information Memorandum to vetted buyers.
  • Follow up discussion with each buyer.
  • Request Letter of Interest / proposal based upon NCP specifications.
  • Evaluate initial offers with Client.
  • Select final buyers.
4 weeks

Narrowing the Field

  • Selected buyers hold discussion with owner(s), management team and Facility tour.
  • Preliminary negotiations with buyer.
  • Request Letter of Intent from selected Buyers
  • Evaluate offers from client.
  • Simultaneous negotiations with final buyers.
  • Select final buyer.
6 weeks

Closing the Deal

  • Additional meeting with final buyer.
  • Mutual Due Diligence period.
  • Finalize deal structure and terms.
  • Counsel drafts Definitive Purchase Agreement.
  • Resolve open issues, if any.

Bilateral sell-side
advisory process

6 weeks

Higher Valuation

  • Client provides quantitative & qualitative info on self/business.
  • NCP compiles list of businesses that meets client’s specifications; Client approves list.
  • Client provides search specifications to NCP.
  • NCP write letter to each potential seller. Content: identify client, client’s background/experience/qualifications.
  • Follow-up each letter with phone call to sellers.
14 weeks

The Sales Process

If seller is interested:

  • Discuss transaction process, execute NDA, request quantitative & qualitative information from seller.
  • NCP prepares comprehensive executive summary for client, including a business valuation.
  • Client decides go / no go based on executive summary information

If go:

  • Coordinate conference call and site visits
  • Decide on Deal Structure & assist drafting & negotiating LOI
12 weeks

Closing the Deal

  • Coordinate client due diligence document requests from seller.
  • Client finalizes acquisition financing
  • Client’s counsel drafts Definitive Purchase Agreement
  • Client negotiates Definitive Purchase Agreement with seller
  • Transaction Closes