Dealing with PEGs

PEG deals are far more complex than those involving individual or strategic acquirers. Given the intricacies of the deal, and to counteract the experience of the PEG, business owners need to have their own advocates (professional M&A Advisers) their own to ensure that the PEG does not take advantage of the business owner. Some of the things that business owners need to prepare for when dealing with a PEG:

-Clean up the books and have recasted financial statements developed. Clean books open the field of potential buyers, increase multiples, and maximize the value of a company.

-Be prepared for due diligence unexpected surprises can have a dramatic negative impact on deal value and in some cases kill the deal. Even a minor due diligence issue is likely to be used to aggressively drive down the deal value if it arises late in the deal; have your put any potential issues on the table early on, before the LOI is generated.

-Due diligence goes both ways, research the PEG's reputation and how they transacted prior deals. The PEG must be a good cultural match for the seller. Most deals require the seller to stay on months, and sometimes, even years after the closing, the seller must have a clear understanding of the PEG's expectations. Many PEGs are minimally invasive and let the seller continue to run day to day business, others get very involved in operations. The seller must understand the PEG's management style and be able to live with it.

-You must create competition, a PEG will seldom pay top dollar for the company unless they are competing for the deal. Your M&A Advisers must bring multiple buyers to the table and create competition; if they only bring one potential buyer they are doing their job.

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