In addition to our Sale of Business competency, we offer a broad range of Corporate Advisory expertise:


Indicative Valuation

Valuations form the cornerstone of our advisory services practice. KSA Corporate Advisors provides business and equity valuations in support of M&A transactions, Management Buyouts, Business Succession Plans, Employee Share Schemes, and in the resolution of Shareholder Disputes. We substantiate a methodology or price in support of Directors Valuations, such as when they are required to defend a CGT payment following a business or company sale. Our valuations are thorough, well explained and defendable.

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Our valuations expertise will assist you to negotiate the sale of your business, or part thereof. We value the goodwill and intangibles in the business, and calculate the level of working capital required to run the business. We will isolate any surplus asset value not required to operate the business.


Private Equity and Capital Raising

KSA Corporate Advisors can assist you to source capital or equity to grow your business. We have relationships across a wide spectrum of private equity firms looking to invest in growth businesses.  We know what private equity firms have in their portfolios and we know what they are looking to invest in. We can assist our clients to raise capital and choose the right private equity partner, and importantly, negotiate on your behalf to secure the right deal structure at the right price. Furthermore, where debt is required, we are well placed to advise on an optimal capital structure and, through our network of banking contacts, can assist you to match with a suitable capital provider.

Case Study

Three shareholders resolved to sell their business. Two of them were younger than the third. KSA valued the business to establish with the owners what the business was worth. Through patient discussions facilitated by KSA, it became apparent that the two younger shareholders were still keen to grow the business, but wanted to cash out some of their equity. KSA approached a private equity firm, who bought the retiring shareholder out at market value, and enabled the remaining two to free up some capital by selling down some of their equity. The PE firm then backed the remaining shareholders with capital to grow the business, which they did generically and by acquisition. The business more than doubled in size over five years. It was sold to a listed company by way of a trade sale process. The two remaining original shareholders made a substantial amount of money, far in excess of their retired partner who sold out for market value five years previously.
This enabled the remaining two to sell down some of their equity, also at market value. The PE firm then backed the two remaining shareholders with capital to grow the business, which they did generically and by acquisition. The business more than doubled in size over five years. It was sold to a listed company by way of a trade sale process. The two remaining original shareholders made a substantial amount of money, far in excess of their retired partner who sold out for market value five years previously.


Shareholder Dispute Resolution

Where disputes arise between shareholders, or other stakeholders, or conflicting interpretations have been placed on existing rules of governance, KSA Corporate Advisors  can provide an impartial, educated and experienced element of negotiation and informal mediation to ensure an equitable and practical outcome. Dispute resolution in this manner is quicker and far less costly than a formal mediation process or legal proceeding, and generally has little impact on the day-to-day operations of the business. Our experience has shown that after our involvement, relationships between the parties are far more cooperative and productive, and drawn out, adversarial conflicts have been avoided.

Case Study

The majority shareholder and founder had been out of the country for 8 years. During this period the key management, who were minority shareholders, built up the business. They wanted a greater share of the business and offered to buy this from the majority shareholder, but couldn’t agree on a market value. As time went on, the relationship between the founder and his key managers became strained. The managers quit and obtained financial backing to start an opposition business. The founder sued them in the Supreme Court. We managed to bring the parties together for a mediation, negotiated an agreed value for the shares over a period of a few weeks, and effected a management buyout. All claims by the parties against each other were set aside as part of the settlement.



Business Succession Solutions

Generational Change
Wish to talk to someone with experience? Many business owners can’t decide on an optimal succession plan. The value of the business to the heirs as a going concern could be considerably more than the proceeds realised from a sale to a third party, and vice versa. The dynamics in each family are different and business succession planning needs to be tailored specifically to your needs.

Keeping the Business in the Family
Do you wish to retire but have insufficient capital outside the business in order to do so? Do you depend on the business for an income in retirement? KSA Capital Advisors is able to offer a solution in cases such as this.
Additionally, advise on strategies to avoid conflict between siblings once you have exited.

Leveraged Recapitalisation
We design a phased buyout of the equity of the founder well before retirement, often using only the assets of the business as collateral. We will design a structure where the owner funds a retirement, the children get their inheritance, and the business remains in the family.

Management Buy Outs
Wish to incentivise and retain management? We have advised numerous clients on the transfer of ownership to key staff by way of a Management Buy-Out (“MBO”).

Case Study

The ageing owner and founder of this business had 3 mature aged children, one of whom, the oldest son, had worked in the business for over 10 years. As part of an estate plan, the founder wished to leave all three children an equal inheritance, and wished to leave the business to them all. However, the oldest son was opposed to this. KSA valued the business, and by using a leveraged recapitalisation method, negotiated with all parties that the oldest son was able to buy out his father, at market value, over a period of time. The proceeds of the buyout went into trust, the proceeds of which were used by the father for estate planning purposes, to be divided between the children.


The owner of this national business had suffered a setback to his health and was evaluating his options. He didn’t wish to sell, but the business was too demanding for him to manage alone. KSA valued the business, negotiated a fair value at which each of his key state managers would buy a share in the business, and through a combination of equity, salary sacrifice, and debt, arranged the finance for the MBO. It took management just over 5 years to buy their shares. The business has almost doubled its turnover since then.


Acquistion Services

Markets in Australia are rationalising. It is a fact that there are too many competitors in markets too small for all to operate optimally. Industry roll-ups and bolt-on acquisitions are common place as companies pursue the benefits of economies of scale.
If you are looking to grow by acquisition, KSA Corporate Advisors is able to suggest target opportunities. We provide advice on the offer price, assist in the negotiation process and advise on the key issues and risks that need to be considered when making an acquisition.

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KSA is able to approach targets on behalf of acquirers, and actively or passively assist clients to secure bolt-on or foundation acquisitions. We perform purchase investigations, establish a value for the target, assist in the negotiation process and in the formulation of a non-binding offer or MOU.

 

Our advisory clients have included entities from the following sectors:


FOOD &
BEVERAGE


HR, RECRUITMENT
& OUTSOURCING


FINANCIAL
SERVICES


FREIGHT, TRANSPORT
& LOGISTICS


LEISURE &
HOSPITALITY


TEXTILE, CLOTHING
& FOOTWEAR


MANUFACTURE &
ENGINEERING


OFFSET PRINTING
& FINISHING


INDUSTRIAL &
MINING SERVICES


MEDICAL
PRODUCTS & SERVICES


EQUIPMENT HIRE
& RENTAL


PACKAGING &
DISTRIBUTION


HARDWARE, FURNITURE
& JOINERY SUPPLIES


FORESTRY SERVICES
& MAINTENANCE


IMPORT & WHOLESALE
DISTRIBUTION