The 11th Hour

<p>The 11th hour is a tough one for both sides and while we always work hard to circumvent any objections or emotions it is important to both the seller and buyer to remember why they started the process, signed the LOI and why the market will see value in what they are going to build together.  Nothing is perfect but keeping a clear and optimistic mind can ensure that no matter the outcome you made the best decision for your company, shareholders and ultimately the marketplace.  Here's what is covered in this episode of Shoot the Moon.</p><p><strong>Let's talk about the surprises a buyer or seller might expect to see at the 11th hour:</strong></p><ul><li>Last minute comps that question valuations - give an example</li><li>Additional charge backs/add backs - give an example </li><li>Increased holdbacks on account of newly discovered (or perceived) risk</li><li>Leadership hesitation - may not want to stay or leave</li><li>Funding challenges (cost of capital or timing shifts)</li></ul><p> </p><p><strong>Now let's shift to a discussion on emotional implications that enter a deal at the “11th hour”:</strong></p><ul><li>Does the seller really want to sell?</li><li>Is the buyer second guessing the accretive benefits of the combination?</li><li>Does the deal feel like it's the right move for the employees and owners? </li><li>Is it the right timing, or would we get more if we waited? </li><li>Can we really afford to take this on right now? </li></ul><p> </p><p><strong>Keeping your cool during these surprises and emotions is often the most important if the parties want to make it to the other side of the “11th hour”.</strong></p><ul><li>Allowing these all too common attributes to create frustration will only harm the chances of completing a transaction. </li><li>Our position as advisors is to ensure that we are thinking like both the seller and the buyer regardless of who we are representing. This gives us the insight to see these 11th hour hurtles entering the process weeks if not months before close. </li><li>Allow the