We closed on our Idaho based Refrigerated Carrier on September 24th, asset purchase $5.6 million, valuable experience in working through an ESOP close
How to avoid closing issues after the LOI
As we move towards the close on the sale of a Refrigerated Motor Carrier it comes to mind the various issues that can occur during the contract / due diligence period and how to avoid them in the future:
a. Negotiate your LOI closely and with detail, as much detail as can reasonably be put into the document. This closes the gap between LOI terms and contract / due diligence.
b. If at all possible get a schedule in place for the due diligence period. Keeping everyone on track and targeting a hard date.
c. Extended closes rarely close. A long closing period, one that is greater that 90 days is often a sign of a reluctant buyer. Tight fast closes with everyone on task are the best unless there are legal and regulatory filings to be completed.
d. Stay in the “Loop”, intermediaries are sometimes cut out of the contract process, This often leads to un wanted surprises such as a “blown deal” or a fee cut at close to the banker.
e. KNOW YOUR CLIENT! Spend extra time in the due diligence so you understand each line item of the financial statements and the schedules behind thme. Beware of unspoken non-finance issues as transitioning off of a family run company.
That’s It!
Closings
Three deals in close. Despite the outward perception that transactions are difficult in this uncertain economy closely held business continue to change hands. It takes a while depending on the company, valuation, market, profitability etc and the time to close can take anywhere from 5 months (very short) to a year. We are now in the process of taking two signed LOI’s to close and attempting to finalize a third LOI, from that point the process is from 45 days (very short) to 90 days to close.
If an owner is the least bit concerned about the potential reelection of the “Marxist Obama Regime” it might be time to move on.
What are we working on?
You can tell a lot about an investment banking group by asking about there current deals (without the names)
Closing a $30 million dollar sale of a Food Grade Hauler, Midwest Based.
Getting close on a smaller sale of another Food Grade Hauler in the Midwest.
Doing a debt placement for a Recycled Metal company in the Southwest.
Woking on the sale of a $30 million Hauler of commodity products in the Rocky Mountain States.
In discussions with a Dry Van hauler, Texas and Referated Hauler and a Oversized Load trucking company in the Midwest.
In discussion with a rapidly growing branded Produce Company.
FINRA Representation in the Transport and Logistics Industry
It appears that much of this industry has long been victim to non-licensed business brokers completing Asset Sales and Stock Sale transactions. Many of these transactions are securities transactions and required Finra Licensing. FINRA and the SEC is looking hard at non-licensed brokers working on securities transactions.
One of the largest and most notable firms in the industry is run by a convicted felon. Clarke as a fully licensed Finra firm protects the buyer and seller and all Finra reps are subject to background checks.
It’s 2012, be smart hire a Finra firm for representaion.