Mergers & Acquisitions for the Middle Market


Marketing    In order to market your company effectively, NBS will need the following:

A History of the Company

Where and when was the Company incorporated?

What were its Initial business activities and significant developments?

A description of its founders and subsequent changes in ownership will be useful.

Reasons for Sale

Why have the owners decided to sell?

What level of involvement, support or assistance will the current owner provide after a sale?

Will the management team stay with the firm?

Buyer Qualifications

Are there any unique characteristics that a buyer should possess?

Is prior industry experience necessary?

What financial resources are needed to support and grow the business?

Description of the Business

Describe its principal products or services.

What geographic areas are served?

What are the type and approximate number of customers?

What percentage of gross revenues do the company's top 10 customers represent?

What is the extent, if any, to which the business may be seasonal?

Describe its specialized products, services or processes.

Please provide, if any, a list of patents, trademarks, licenses, franchises, distribution agreements, etc.

Are there any effects of environmental, safety and health laws?

What is the size of order backlog?

Marketing Activities

Define the Company's market and marketing strategy.

Describe the sales organization, promotional activities and distribution methods.

Who are the significant competitors and their relative advantages/disadvantages?

Please provide Industry or market data.


What is the location and give a brief description of plants, warehouses, offices, etc.

Provide a summary of lease obligations.

Provide a description of real property included in sale.

Legal Proceedings

Management and Employees

Describe the background and tenure for management and key employees.

Provide an organizational chart of employees by area or function.

Provide a description of employee benefits.

Are there any unions representing the employees and if so, which unions?

Financial Statements

We will need audited or reviewed financial statements for the previous 3 to 5 years.

In addition, we will also need the following information:

Current year-to-date financial reports

Depreciation schedules.

Corporate tax returns.

Management's Discussion of Financial Statements

What are the reasons for results and conditions?

Are there any unusual items and non-recurring expenses?

Are there any related-party transactions?

What are the reconstructed earnings?

Business Plan or Management's 5-Year Forecast

Is there a forecast of new products and services?

What are the forecasted revenues?

What are the forecasted expenses?

What are the forecasted reconstructed earnings?



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