CrowderCorp provides Merger and Acquisition services to companies with annual revenues from $5 million to over $1 billion. We focus on delivering superior service and optimal results to companies by maximizing their strategic value.

Our unique combination of resources, experience, and expertise allows us to provide our clients with a comprehensive array of strategic advisory and execution capabilities. We tailor these capabilities to the particular needs of each client to ensure that their needs are met and their expectations exceeded.

Each engagement we accept is led by a seasoned, senior-level professional that is skilled at executing competitive auctions and preemptive sales and is hands-on in the negotiations and structuring of transactions. Our access to the key decision makers at strategic buyers and private equity groups combined with our industry knowledge allows us to convey a company's competitive positioning while proactively addressing potential issues that may arise during the sales process.

SELL SIDE:

Sales and divestitures valued under $250 million demand no less experience and attention than do significantly larger transactions. We combine years of transaction experience with a thorough understanding of each client's business in the execution of a professional process that results in maximum value for small to middle market companies.

We customize transaction processes to meet the specific needs of each of our clients. Our skill in strategic positioning and presenting our client's strengths and our experience in developing processes focused on creating a competitive environment enable us to consistently deliver the most favorable terms and valuation while achieving the most expeditious closing.

Most business owners have limited or no experience in selling businesses. CrowderCorp provides the professional advice and expertise to ensure effective positioning and the greatest possible sale price for our clients. Enlisting the assistance of a professional advisor like CrowderCorp allows the business owner to remain focused on the day-to-day operations of the business.

CrowderCorp's preferred process of coordination with a business owner may begin years before the decision to sell the business. But years' worth of anticipation and preparation are not always available. We adapt our process to each client's situation. While functioning closely with the business owner's accountants, financial advisors, and attorneys, we are able to appropriately structure the transaction to provide the business owner a clear understanding of the financial implications involved with selling the business.

We begin the process by developing an understanding of the following questions:

• Where has the business been and where is it going?
• What are the strengths and weaknesses of the business?
• What opportunities are there to improve the profitability of the business?
• What potential threats exist that may reduce the profitability?
• What are the critical success factors for this business and has the business attained them?
• Is the business generating an adequate return on the assets employed? If not, why?
• What are the capital needs of the business over the next few years?
  

The next step uses the information generated from the above questions to prepare a valuation model of the business. That model helps the business owner understand what factors drive the value of the business and why the business will have different valuations, depending upon the buyer. The model also demonstrates the impact on the value of making certain operating improvements or increasing sales.

Upon review of the valuation model, the owner may wish to proceed with the sale of the business or possibly wait and improve the operating results to realize a higher value. CrowderCorp may recommend waiting to sell until the company improves or until implementation of a major growth strategy. Or we may recommend conducting further review to assist management in developing a plan to increase the value of the business. Although the business owner may not be prepared to sell-or it may not be the right time to sell-CrowderCorp has provided the information necessary to improve the business' value.

Once an owner decides to sell all or part of the business, CrowderCorp evaluates the various alternatives. For example, the owner may want to sell the business to the management team or may prefer to sell it to a strategic buyer. General alternatives include:

• Partial sale (control or minority interest)
  
• Stock repurchase/capitalization
  
• Sale of entire company
  
  • 1. Strategic or corporate buyer
  • 2. Financial buyer/management buyout
• Employee stock ownership plan

Effectively marketing and selling a business involves more than hanging up a "for sale" sign or listing it on the Internet. CrowderCorp has developed a general outline and tailors it to fit each client's situation:

• Prepare a Confidential Business Review that provides a potential buyer with a general understanding of the business so that the buyer may determine the level of interest in pursuing the business. The Confidential Business Review highlights all the positive attributes of the business, why it is a good acquisition, and its future opportunities.
• Identify potential buyers and prioritization of such buyers.
• Determine the number of buyers to approach (limited or broad group).
• Contact buyers and provide them with the Confidential Business Review upon execution of a confidentiality agreement.
• Request that interested buyers submit letters of interest outlining a price range, general terms, conditions, and critical activities required to accomplish and close the transaction.
• With a broad group of buyers, narrow the field to a small group who will meet with management and tour facilities and secure additional information.
• Request letters of intent (i.e., detailed offers) that are evaluated by CrowderCorp and reviewed with the business owner. CrowderCorp and the business owner will select a buyer with whom to move forward.
• The buyer completes due diligence (i.e., a detailed review of the business) and the terms and conditions of the definitive purchase agreement are negotiated between the parties.
• Close the transaction.

Even if you, the business owner, are not planning to sell your business for a few years-or perhaps you are considering transitioning the business within the family-we would like to meet with you now so we may get to know you and your company and then help you successfully plan the transition of your company. Even if you are not planning to sell your company, we would like to help you understand the value of your company so that you may operate it from a "building value" perspective.

Contact us to discuss how CrowderCorp can assist you with your sell side objectives.

BUY SIDE:

Corporate Development Services - Consider CrowderCorp your outsourced corporate development department. Most small to middle market companies cannot afford or justify investment in a corporate development staff. We provide corporate development services to clients who desire to grow through acquisition. Those clients generally have revenues in excess of $20 million. They simply need a seasoned professional to help them find and successfully acquire a quality business. After the acquisition, they may not acquire another business for a couple of years, at which time they come back to CrowderCorp. In the meantime, we monitor potential acquisition candidates for the client in case one should decide to sell.

CrowderCorp provides the following corporate development services:

• Developing of strategic planning
• Preparing acquisition growth plans
• Identifying potential acquisition candidates
• Initiating discussion with candidates to determine their interest in selling
• Maintaining contacts with potential acquisition candidates
• Placing a value on the client's company and any acquisition candidate
• Analyzing the financial implication of any potential transaction
• Negotiating the terms and conditions of a transaction
• Outlining and managing the due diligence process
• Developing a package to secure funding for a transaction
• Managing the transaction process

Contact us to discuss how CrowderCorp can assist you with your corporate development efforts.

PRIVATE EQUITY- Management Buyouts:

We thrive on helping management teams realize their dreams of owning the business they have been running. We have assisted many such groups of individuals in finding the best equity and/or debt partners, as well as in structuring and negotiating the buyouts of their businesses so that these companies really do become theirs.

We maintain relationships with an extensive universe of private financing sources focused on the small to middle market. Whether the goal is growth capital, balance sheet recapitalization, management buyout or shareholder liquidity, we have extensive experience in locating debt, mezzanine and equity capital to achieve our client's objectives. We work closely with our clients to ensure that they not only receive the desired capital but also find a financial partner, who will contribute to the long-term success of their business.

Contact us to discuss how CrowderCorp can assist you with your equity requirements.