Merger & Acquisition Advisory Services

 
 
 
A woman camping out of the back of her Jeep with a picturesque mountain scene in the background

Sell-Side M&A

Our primary service is working with founders and business owners to help them through a partial or full sale of their business. We are honored to support this significant life event for our clients, and to be trusted with their life’s work. From kick-off through closing, we are involved in every step, and act as project managers along the way.

Top results come from focusing on maximizing each step in the process. We work with the business owners, executive leadership, legal, and accounting to prepare the business for diligence, create compelling marketing documents, create comprehensive lists of potential partners, engage directly with decision-makers at strategic buyers, Private Equity, and Family Offices to market the business, drive a competitive process and negotiate the top price and terms, and work closely with our clients' legal advisors on the formalities of closing and funding the transaction.

Bell Lap Advisors does not make decisions on transactions, we educate our clients on their options so they can make informed decisions. Bell Lap does not offer financing for M&A Transactions but may assist potential purchasers in obtaining financing from unaffiliated third parties. We do not handle funds or securities and are not involved in IPOs. We strive for full transparency, and if we represent a buyer and a seller, we will always disclose this information to all parties.

Two cyclists ride their mountain bikes through a snowy field

Buy-Side M&A

Bell Lap advises companies and institutional investors on acquiring strategic assets in outdoor recreation and active lifestyle industries. Bell Lap has extensive industry knowledge and experience, and a wide network of direct relationships which allows us to quickly develop strategies and identify appropriate M&A opportunities for our clients.

 

How We Engage

We use an industry standard structure for M&A advisory, but while we use the same structure, our rates are matched with the scale of our client’s businesses. Recognizing our clients are in small and lower mid-markets, we aim to be flexible on fees to not burden cash flow of the business, and since we have an industry-leading track record for closing deals, we are able to shift the primary compensation to success fees over monthly engagement fees which also aligns our incentives with our clients. Each engagement begins with introductory calls, NDAs, early data review, and a custom proposal for the project. We then tailor our fee structure for each engagement, specifically, including:

 

MONTHLY RETAINER

We use a monthly retainer for ongoing service and access, and to make the relationship professional. We do not bill hourly, because we believe in getting paid for results, not the time we spend getting them.

 

SUCCESS FEE

We use a standard practice Success Fee based on the transaction value we are able to secure for our client. Each Success Fee is tailored to the engagement and may include Lehman formulas, and kickers to align incentives with the desired objectives.


Their expertise and knowledge of the industry allowed us to effectively identify high value prospects from the onset.

 

“An extremely valuable resource as we were quickly looking to find the right partner in the outdoor cycling space for our action sports platform.”

⌙ Gabe // Transom Capital (Nut Case)

 

The M&A Advisory Process

[6-12 months average]

  • Provide owners with feedback on their best options for a transaction, including guidance on valuation/price, terms, structure, and time expectations.

  • Act as project manager for the process, allowing business leadership team to focus on driving the business.

  • Work in collaboration with senior management to create a compelling business plan and financial projections.

  • Lead the creation of marketing documents for investment, which may include: Memorandum, Executive Summary, Financial Model and Projections, and Anonymous One-Pager.

  • Create a compelling story to maximize enterprise value, using industry-specific knowledge and experience to describe differentiation, barriers to entry, growth opportunities, market dynamics, and more.

  • Develop a potential transaction structure, process and timetable that meets the company’s objectives.

  • Handle confidential outreach to potential partners.

  • Create target list for potential partners in conjunction with the business owners – no groups are ever contacted without approval from the business owners.

  • Ensure the business is prepared for due diligence process and create initial data room.

  • Negotiate the general terms of the deal, and work with the company's legal team on the final transaction documents.

An amateur fisherman shows off his catch
 

How It Works

  • Client Engagement Level – [HIGH]

    • Kick-off meeting.

    • Business due diligence and logistics organization.

    • Discuss key value drivers and growth strategies, outline narrative and presentation.

    • Learn more about products, services, distribution channels, and manufacturing process.

    • Review operations and historical financials.

    • Discuss potential classification of acquirers.

    • Develop business plan, and financial projections.

    • Familiarize or create transaction team (legal, accounting, etc)

  • Client Engagement Level – [MEDIUM]

    • Prepare marketing materials (presentation, CIM, financial forecast, NDA, “teaser”, etc).

    • Create potential acquirer target list, agree on outreach contacts.

    • Fulfill preliminary due diligence list.

    • Build initial data room for safe and compliance information transfer.

  • Client Engagement Level – [LOW]

    • Initial outreach to potential investors or acquirers, going directly to decision-makers.

    • Distribute teasers and NDAs. Introductions to potential partners and our clientsQ&A with interested parties.

    • Receive initial offers (Letters of Intent, Expression of Interest, etc) for a potential transaction.

  • Client Engagement Level – [HIGH]

    • Host management meetings (in person or virtually), and tours with qualified buyers.

    • Consider requests for information and open preliminary data room access.

    • Select preferred partners after negotiating offers and management meetings.

  • Client Engagement Level – [MEDIUM]

    • Support the due diligence process.

    • Assist internal and professional services team to finalize documents

    • Work with our clients' legal team as the formally close and fund the transaction.