Selling a Business

Has a competitor or investor approached you about buying your business? Or are you wondering if the time is right to seek a buyer? No matter which situation you're in, Mirus' guidance and advocacy can dramatically increase your odds of success and the value you receive. Mirus specializes in creating a market for the closely held business. Whether the ideal transaction is to find a buyer that will continue the company's tradition of quality, or to achieve the best financial outcome for the shareholders, Mirus helps owners find the right buyer and assists corporate clients with divesting non-core assets.

In preparation for the sale, we value the business based on its likely performance under the ownership and management of a potential buyer, and evaluate in advance the impact of those synergies on the Company's earnings potential. Our objective is to maximize not only the sale price, but also the options for the seller, by bringing a number of buyers to the table.

Mirus prepares a comprehensive descriptive memorandum that highlights the Company's strategic and financial value, and proactively answers many of the common due diligence questions that buyers will have. We analyze the business and the competitive environment to determine the most logical buyers based on business fit and the strategic rationale for an acquisition. We then go a step further and identify a number of less obvious buyers, which may pay a premium in order to move into a new market or pick up valuable market share. We contact prospective buyers and qualify their interest. Most importantly, we manage all aspects of the sale process, putting confidentiality agreements in place, distributing information, responding to questions, and coordinating site visits and meetings. Our experience in managing this process not only ensures the best outcome, but it also enables Company management to focus on the business while we focus on the transaction.

We deliver superior results by carefully defining your true goals, creating a competitive environment for your business, and creatively negotiating and closing the transaction at the best possible terms. Our highly experienced team guides you through every step, assuring that you can focus on the job of running the business while the Mirus professionals handle the many complexities of the sale process.


Corporate Divestitures

Mirus provides sell-side investment banking and divestiture solutions for public and private corporations. Since strategic and tactical focus has become increasingly important to market valuations, the spin out or divestiture of non-core assets and corporate divisions is an important tool for increasing shareholder value. We help corporate clients divest these assets, generally resulting in an improved client valuation, while at the same time, permitting clients to refocus on more relevant strategies, critical assets and continuing operations.


Partial Liquidity Events

Often, shareholders may agree to extract a portion of their equity value from a company. In other cases, one or more shareholders want to remove their equity from a business but other shareholders wish to continue operating the company. We can assist with determining a fair value for your equity and identify third party financing for such partial buy-outs, either from lenders or private equity sponsors.

In family businesses and partnerships, situations often arise when one or more shareholders desire liquidity, but the other shareholders are not prepared to sell the business. In these delicate situations, Mirus can assist the shareholders with determining a fair value for the stock and identify third party financing for a partial buy-out, either from a lender or private equity sponsor that will invest in the business, providing the needed liquidity while leaving the existing management in control.


Valuation Analysis

By combining sophisticated financial analysis with over 20 years of experience in merger and acquisition advisory, Mirus provides sellers with a unique, third-party perspective on the valuations of businesses and securities.

What makes 409A valuations different from other valuations? Most valuations begin and end with an estimate of the value of the total enterprise and its equity; however a 409A valuation focuses on valuing the common stock of the company. As a consequence a 409A valuation needs to incorporate the financial features of a company's capital structure to allocate the value of the equity among different classes of shareholders.

Noncompliance with IRC 409A can lead to acceleration of taxable income, penalty taxes, company withholding tax issues and potential exposure for board members. Additionally, non-compliance could impact the marketability of a business to investors and/or acquirers.

We employ several methodologies in every valuation analysis, providing you with all the internal and external data needed to make a sound decision on whether to sell all or a portion of the business. We document our valuations in a comprehensive report, appropriate to the scope of the assignment.


Strategic Consulting

The decision to sell part or all of a business is never easy. Mirus provides the information needed for wise decision-making by reviewing strategic alternatives, sizing business opportunities, evaluating transactions, and valuing strategic assets. The Mirus Strategic Audit goes beyond financial performance to evaluate an organization's market opportunity, competitive differentiation, and opportunities for expansion and value creation.

Mirus is a leading independent financial advisor to business owners and corporate boards, with 20 years of experience in reviewing strategic alternatives, sizing markets and business opportunities, evaluating transactions, and valuing strategic assets. Strategic Audits can be completed in as little as 30 days when the mandate is to offer a recommendation on a specific opportunity, but often involve a broader overview where Mirus may make recommendations on organizational structure, sales and marketing strategy, balance sheet issues, and strategic alternatives for the business.