What We Do
How We Do Business
EAC’s principals have a combined experience of over 85 years managing transactions and businesses in East Asia and North America.
Our Process
We possess an extensive global network of corporate and financial leaders to assist clients in achieving their goals.
At EAC, we understand that navigating the intricacies of a deal, from initial conception to final closing, requires meticulous attention to detail, strategic foresight, and unwavering dedication. This section outlines our comprehensive approach to transaction management, demonstrating how we guide our clients through every stage of the process, from crafting compelling marketing materials and identifying qualified buyers to negotiating favorable terms and ensuring a smooth and efficient closing.
Our experience and hands-on approach allow us to anticipate potential challenges, proactively address roadblocks, and ultimately maximize value for our clients. The following is an example of our typical sell-side process. (Times are approximate and may vary based on the complexity of the deal.)
- I
Stage I: Internal Assessment and Data Collection
Process Length: 2 months
Draft an outline of the Confidential Investment Memorandum (CIM) based on information provided. Data collection: Conduct organizational and due diligence meetings with senior leadership of the Company. Review all relevant data and begin to populate the CIM, including but not limited to: Financial Performance (historical and current year outlook) for both revenues and costs Legal and organizational structure of the business (including current shareholders agreements, articles of incorporation/incorporation, copies of all relevant licenses/certificates, and background on key managers) Historical and operational milestones Product/service offerings and historical sales data (volumes, revenues, margins, etc.) by product category and geography Engineering and production capabilities (including software programs/platforms) Sales channels and review of customer data Intellectual property, patents, and software ownership rights Market dynamics and competitive position within the market Review of current human resources status and future planning Strategy for future growth, incorporated with revenue and cost projections
Process Length: 4-6 weeks
Continue drafting CIM, adding updated information as it becomes available, including rolling actual and forecasted financials from existing business operations. Develop detailed financial model, inclusive of longer-term financial projections (3-5yr. outlook). Outline strategic growth initiatives and opportunities. Distribute draft CIM for comments; schedule in-depth meetings to collect feedback from Company management/ownership. Draft “Sales Process Letter”. Refine and finalize list of potential investors.
Process Length: 2 weeks
Distribute (internally) final draft of CIM. Finalize Confidential Agreement (“CA”) and Sales Process Letter. Develop and finalize Summary Fact Sheet (“Teaser”).
- II
Stage II: Communicating with the Market
Process Length: 1-2 months
Contact potential investors and provide the Teaser. Negotiate CAs and deliver CIM upon execution of the CA. Distribute Sales Process Letters to interested parties (everyone who received a CIM). Coordinate responses to additional information requests from potential investors. Liaise with Company leadership to collect data for additional information requests (for points not covered in CIM). Request, analyze, and evaluate non-binding “Indications of Interest” (IoI) from potential investors, including proposed value, terms, and financial resources.
- III
Stage III: Management Presentations and Requests for Revised Offers
Process Length: 1 month
Finalize online data room. Finalize management presentation and conduct practice sessions with Company leadership. Discuss drafting of proposed updated Shareholders Agreement (SHA), together with Company’s legal counsel. Select parties (based on IoIs) for meetings with senior management. Coordinate management meetings with selected potential investors and assist in any preliminary due diligence. Request revised offers.
- IV
Stage IV: Select a Buyer/Investor and Negotiate the Definitive Agreement
Process Length: 2-3 months May be longer depending on legal and due diligence processes
Begin drafting proposed SHA (done by legal counsel). Select winning bidder for continued negotiation. Negotiate more specific terms of transaction (with legal counsel), most likely done via a Letter of Intent. Prepare formal due diligence materials, most likely posted in online data room. Conduct diligence process with selected party and its advisors (accounting, legal, IT, etc.). The Company’s legal counsel, assisted by EAC, negotiates final terms of the definitive agreement. Develop Disclosure Schedules as part of the definitive agreement (with legal counsel). Complete other miscellaneous activities that are precedent to close.
Contact
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