A SMALL BUSINESS CHECKLIST FOR MERGERS AND ACQUISITIONS

As a Silicon Valley law firm specializing in areas which include Mergers and Acquisitions, we come across a lot of real-world situations that small businesses face during the process of merging with/acquiring others. And we thought it would be good to put together this M&A Process so it will be useful for many business owners. This list is not all inclusive, but gives business owners some major points to consider.

12 Step Process for M&A

Any business merger and acquisition can be an aggravating and stressful process. Being organized and having a check list of things to do will help in staying calm and less stressed.

1. List all your potential contacts interested in the business

You can’t buy or sell a business unless you have a list of suitable Sellers or Buyers.

2. Marketing to the Contacts

Connect with the Contacts on Social Media sites like LinkedIn. Setup email blasts in programs like MailChimp and send out targeted campaigns to the potential buyers of the business.

3. Put some thought into the Marketing Email Blasts

Never give the name of the company away. The content should describe the business in such a way so that the potential buyer will be curious to know more.

4. Make sure you sign an NDA

Make sure both the parties involved sign an NDA.

5. Confidential Information Memorandum (CIM) should be prepared

This memorandum should contain all the company information and should be presented to the buyer.

6. Indication of interest (IOI) document must be prepared

This IOI is prepared by the buyer with an approximate quote for the business after valuation.

7. Face to Face Meeting

Seller meets with the Buyer and explains and educates the Buyer on all aspects of the business.

8. Letter of Intent and Offer Letter

Buyer to submit a Letter of Intent and Offer Letter with a firm price and major deal points to the Seller after evaluating all aspects of the business.

9. Business Audit

Buyer should conduct an Audit of the business and make sure all the facts given by the Seller is accurate.

10. Purchase Agreement

A purchase agreement addressing all the legalities that will protect the Buyer and Seller must be written and reviewed by both parties. Do not forget covenants not to compete and non-solicitation provisions!

11. Title Transfer

After signing all the legal documents required, buyer writes a check directly to the seller or deposits it in an escrow account and acquires the company.

12. Closing Business Acquisition

Make sure the Buyer and Seller are still in touch with the business transfer of technology and accounting transfers smoothly until the seller is slowly weaned away.