ECOVIS Den Bosch

Our services

Corporate Finance

When taking drastic business decisions, your adviser will make it possible to consider the emotional and business interests. You can count on Lodder & Co Corporate Finance when it comes to:

• Advice relating to business successors, mergers and acquisitions, management buy-ins and management buy-outs;
• Matching sought-after companies with companies for sale;
• Advice for financing issues, valuation as a going concern and due diligence examinations.

Committed

We start with your specific situation. Your unique potential and needs form the basis of our transparent advice – whether it entails a small part or the entire track.

Transparent

Our fees are transparent. You know where you stand.

Multidisciplinary

Collaboration among some 200 chartered accounts, tax advisers and management consultants within this group provide multidisciplinary, independent and expert consulting services. We have everything in house to support you during the entire track.

Business succession

Have you ever considered the following questions?

• When should I leave my company?
• Where can I find a suitable successor?
• How does a succession process work?
• What do I really want to achieve with the sale?
• Is the company ready to be taken over?
• When should I announce the sale of the company?

Do so on time!

You can only sell your company once. So, everything has to go well the first time. Good planning greatly increases the chances of a successful transfer. It is vital to allow sufficient time for this process.

A successful transfer

Lodder & Co Corporate Finance can assist your company to get ready for succession. With our support, you can ensure:

• The continuity of your company after you sell it;
• Maximisation of the value of your company;
• Realisation of good results in case of unforeseen circumstances in your personal situation;
• The phased withdrawal from your company, enabling you to get used to the idea of the ownership transfer.

Success factors

A successful transfer takes time, sometimes between three and five years. You will need this time to map out the critical success factors of the succession process. These factors are:

1. Financial, fiscal and legal planning
2. The capabilities of the intended successors
3. Making the company totally independent of the Managing Director and Major Shareholder
4. Getting support from the staff and supervisors
5. Harmony within the business family

By mapping out the organisational, financial and fiscal aspects and taking specific action, you can obtain some major benefits. You will need a good track record, a sound strategic plan, a healthy financing structure and a professional organisation. With you, Lodder & Co will create the preconditions for a smooth transfer of ownership.

Our services

We support you in your withdrawal from the company, with advice in the following areas:

• Drafting a succession plan;
• Monitoring the entire follow-up track;
• Offering advice about types of ownership transfers;
• The valuation of your business;
• Objective supervision of the negotiations;
• Fiscal and legal changes;
• Attracting financing;
• Settlement of the actual transfer of ownership.

If you have not found a successor in your family or among your employees, we can introduce you to potential buyers. We have an extensive network of possible candidates.

The succession process

We will help you understand the various stages that you will go through during the succession process.

Preliminary meeting

During the preliminary meeting, Lodder & Co Corporate Finance advisers will gather information about your specific situation. Based on this, with you, we will formulate your expectations for the future. In doing this, we take stock of the financing potential of your company. We map out the current structure of the business and give you our view of this. We record this information in the minutes of the meeting. Based on this report, you then begin making your own preparations.

Preparatory stage

During the preparatory stage, the central question will be the type of business transfer. You can find your company’s successor through an internal sale to a family or staff member (an MBO - Management Buy Out), or you can sell your company to an outside party. We then draw up a profile of the suitable candidate or business. During this stage, we do a preliminary valuation appraisal.

Internal succession

Succession plan

If you decide on internal succession, the succession plan would include a strategic plan, a commencement and a completion plan. We would formulate the objectives of the succession. We adopt them in a timetable that necessitates achieving certain milestones. We develop a vision of the company’s continuity. In doing so, we weigh family versus business interests. Moreover, the succession plan would contain an analysis of the steps needed to make the company saleable. We would determine the critical success factors of the company.

Lodder & Co Corporate Finance compiles all the data and discusses them with you, making allowances for various scenarios.

Process monitoring

During the follow-up process, we will regularly check to see whether everything is going according to schedule.

Transition stage

During the transition stage, close communication with the personnel is extremely important. The acquisition financing has to be arranged during the period before and after the transition. Lodder & Co Corporate Finance can provide an intermediary role in this, making use of its network. Lodder & Co Corporate Finance bases the final valuation appraisal on years of experience in this area.

Selling a company is an emotional experience. Negotiations with family or staff is not easy. When conducting negotiations as an objective party, Lodder & Co Corporate Finance is accustomed to weighing the emotional and business aspects. We of course look after your interests to the fullest, including settling legal matters.

External sale

There is not always a suitable successor within the family or the company. Succession by another company (often a strategic buyer) or other candidate (MBI / Management Buy-In) can offer a solution.

Click on Supply and Demand companies for a current overview.

MBI candidate or strategic buyer

It is always possible that an MBI candidate would like to invest his or her ‘golden handshake’ in a newly acquired company. We screen all MBI candidates in our database in advance. We asses their suitability and the seriousness of their intentions to acquire the company. We also take stock of the financial feasibility.

The advantage of a strategic buyer is that, because of synergistic benefits, they are often prepared to pay a higher price. With MBI candidates, the company is often continued in its current form.

Information memorandum

Lodder & Co Corporate Finance analyses your company and compiles its findings in an information memorandum. This memorandum is an essential element in giving a potential buyer the proper impression of your company and in justifying the asking price.

Examination of the books

When there is clear, mutual interest, a letter of intent can be drawn up. Lodder & Co Corporate Finance has broad experience in supervising an examination of the books (due diligence).

Buying and selling companies

Are you interested in selling your company? You may then want to consider another company as your successor (often a strategic buyer) or an MBI (Management Buy-in) candidate.

Perhaps, having received a ‘golden handshake’, you would like to invest in a new company.

Lodder & Co Corporate Finance would analyse the company and compile its findings in an information memorandum. This memorandum is essential in giving the potential buyer a proper impression of the company and in justifying the asking price.

Screening

We screen MBI candidates in our database in advance. We assess whether they are suitable and serious about acquiring the company. We take stock of the financial feasibility. Click on Buying and selling companies for a current overview.

Information memorandum

Lodder & Co Corporate Finance analyses the company and compiles its findings in an information memorandum. This memorandum is essential in giving a potential buyer the proper impression of the company and in justifying the asking price.

Examination of the books

When there is clear, mutual interest, a letter of intent can be drawn up. Lodder & Co Corporate Finance has broad experience in supervising an examination of the books (due diligence).

Mergers and acquisitions

Lodder & Co Corporate Finance is active in supervising the purchase of companies. We advise strategic parties that are looking to upscale their own businesses and obtain synergistic benefits through mergers or acquisitions. This of course includes MBO or MBI candidates seeking to acquire companies. An MBI candidate, for example, may wish to invest his or her ‘golden handshake’ in a new company.

Buying companies entails the following steps:

Analysis of needs

We start with an analysis of needs. This involves the following aspects:

• The type of acquisition. Are you looking for a general acquisition, equity participation, a joint venture or a partnership?
• The sector. We search the specific sectors in which potential acquisition companies must be active.
  • We develop a search profile with the following components:
  • Type of company: trading, production or service;
  • Geographic situation;
  • Type of products/services;
  • Markets in which they are active;
  • Staff complements;
  • Profitability.

After analysing the needs, the next step is the search stage.

Search stage

After analysing the needs during stage one and establishing a search profile, we start looking for a suitable company. There are two ways to do this. We can search actively, with a long list that we reduce to a short list. Or you can opt for a passive search.

Negotiating stage

Contact stage

During the initial stage of negotiations, the contact stage, we contact the most interesting companies. Following a preliminary meeting, in which the intentions of both parties are made clear, both parties generally sign a confidentiality agreement. This serves to protect any competition-sensitive information.

Negotiating stage

The negotiations start after the signing of a confidentiality agreement. This stage will determine whether the profile actually corresponds to the company sought.

During the negotiating stage, we look for possible synergistic benefits. Moreover, we explore the internal organisation, the personnel, the products, the customers and the markets in which the company operates.

During this stage, we estimate the value of the company. We determine the price that one is willing to pay for the company and related conditions.

Letter of intent

Once the buying and selling companies have agreed on the main points listed above, a letter of intent can be drawn up. This letter specifies the buying price and the conditions under which the purchase could take place.

Valuation

There are various ways to determine the value of a company – for example, intrinsic value, capitalised return value, capitalised earnings value, the discounted cash flow method or a combination of different methods. Besides the results of the computation model, the final price offered for a company will depend on many other factors. Lodder & Co Corporate Finance is guided by many years of experience in this area.

Due Diligence examination (examination of the books)

A due diligence examination provides assurances to the buying party that it will receive that which has been agreed (subject to approval) between the buyer and seller. Moreover, it provides an answer to the question of whether the ratio between the asking price and the value of the company is reasonable.

Management buy-outs / MBOs

You may be able to sell your company to a family or staff member. We refer to this as an MBO, a management buy out.

If you would like to know the steps of this process that you would go through, click on Company succession.

Management buy-ins / MBIs

Are you interested in selling your company to an MBI (management buy-in) candidate?

Perhaps, having received a ‘golden handshake’, you would like to invest in a new company.

Click on the category Buying and selling companies. We screen MBI candidates in our database in advance. We assess their suitability and the seriousness of their intentions to acquire the company. We also take stock of the financial feasibility.

Valuation

There are various ways to determine the value of a company – for example, intrinsic value, capitalised return value, capitalised earnings value, the discounted cash flow method or a combination of different methods. Besides the results of the computation model, the final price offered for a company will depend on many other factors. Lodder & Co Corporate Finance is guided by many years of experience in this area.

If you would like to know more about the purchase process of a company, click on Mergers and acquisitions.

Financing

Company financing

For many tracks that we supervise, financing is an essential aspect. This is particularly true with respect to the following:

• Taking over loans with mergers and acquisitions
• Taking over loans with management buy-outs or management buy-ins.
• Taking over loans with company succession
• Investments
• The growth of your company
• Maximising the financial structure of your company
• Starting up a new company

Our financial network

We have excellent contacts in the banking world, with equity investment companies and with private investors. We can present your proposal to financiers who offer the best opportunities for collaboration – naturally under the best possible conditions.

Negotiating

We ensure that the financing proposal satisfies the requirements established by financiers. This means that you will submit a proposal that is ready for a decision. Switching in our experienced financial negotiators will increase your chances of success in obtaining the necessary financing.

Systematic plan

Together, we determine the stages that you will go through:

• Establishing the feasibility of a financing plan;
• Establishing the loan potential and credit worthiness of your company, the valuation of your company for providers of risk capital;
• Analysis of the strategy, the market position and risks of your company;
• Drafting a financing proposal that is totally tailored to your company;
• Setting up a justified financing requirement;
• Selecting the best types of financing (on balance / off balance, leasing, factoring);
• A good match between short and long-term money, share capital and borrowed capital (bank financing);
• Maximising a repayment schedule for the financing; and, with risk capital, determining an ‘exit strategy’ for the investor.
• Drafting forecasts and investment budgets;
• Calculating expected savings and synergistic effects after investment, based on normalised results and forecasts;
• Analysis of the cash flow needed for capital providers;
• Analysis of the assurances offered, suitably combined with the requested financing.

After the financing offers are made, Lodder & Co Corporate Finance examines the offers with you. We look at the conditions and the costs of financing. In the end, we select a specific financier. You can call on us to supervise compliance of the agreements made with your financier.

There can be no doubt that our approach would benefit you – a benefit that would far exceed the cost of our consulting services.