Advisory	Print

Sale of a Company

The sale of a company is generally a complex transaction that must be carried out while maintaining strict confidentiality. Wedbush Morgan manages and facilitates each step of this process and provides ongoing guidance through completion of the transaction. Our bankers assist in drafting a selling memorandum, which properly highlights the company's unique value proposition. We then identify and qualify appropriate buyers for a company. In addition, we have strong relationships with private equity firms, which can either be a potential acquirer for the company or can provide the financing to facilitate the sale of the company. After weighing the relevant factors, we recommend the appropriate method of sale for a company. Depending on a variety of factors, such as confidentiality, this may be an auction to a wide number of highly-qualified buyers or a limited approach to a select group of potential acquirers.

Acquisition Advisory

We also advise companies seeking to identify and complete acquisitions. Whether our clients are acquiring a competitor or purchasing a company in a different line of business, we assist them in locating prospective targets, negotiating the appropriate terms of the transaction and recommending the most appropriate structure for the transaction. When appropriate, we can also assist in raising capital to finance a transaction.

Acquisition Financing

Given our broad relationships with various sources of capital, including senior bank lenders, subordinated debt lenders and private equity firms, we arrange financing for corporate acquisitions. Furthermore, our knowledge of the capital markets enables us to negotiate the most competitive rates and terms for our clients.

Leveraged Buyouts & Management Buyouts

Wedbush Morgan is experienced in assisting management groups in executing leveraged buyouts of their companies. We help negotiate an appropriate purchase price for the buyout and arrange the capital to fund the purchase, including senior and subordinated debt, mezzanine financing and equity.

Fairness Opinions

Historically, fairness opinions were used primarily in the sale of publicly-traded companies. In the current regulatory environment, however, the actions of boards of directors are receiving increasing scrutiny. As a result, fairness opinions are being utilized in a wider range of situations, particularly where potential conflicts of interest may exist. It is important to have a knowledgeable investment bank to render a fairness opinion. Wedbush Morgan is experienced in providing fairness opinions for companies in a variety of industries.

Shareholder Rights Plans & Takeover Defenses

Studies have shown that companies that have implemented takeover defense measures receive higher takeover premiums. This is true because appropriate takeover provisions empower management to negotiate the best deal for all shareholders. Wedbush Morgan has in-depth experience in advising publicly-held companies on the adoption of takeover defenses, including shareholder rights plans. We recommend that public companies frequently review their takeover defenses for potential weaknesses which could be exploited by those seeking to profit from short-term discrepancies between the market value and company value.