Case Studies
Case 1:  Sale - Second Generation Branded Retail Pharmacy Chain

Owner Transition Situation
 

  • Founder in his early 90’s and not accustomed or comfortable with modern business conditions (Representations & Warranties, Contractual Requirements, Leverage etc).

  • Founder in his early 90’s and not accustomed or comfortable with modern business conditions (Representations & Warranties, Contractual Requirements, Leverage etc).

  • Founder and his wife had gifted 50% of the business to their two daughters and retained the remaining ownership.

  • Engaged to try and effect a sale transaction and maximize sales proceeds.


Solution
 

  • Explored and understood family dynamics.

  • Ran a discrete and selective competitive process and brought three strategic Purchasers to Term Sheets.

  • After preparation of full legal documentation with the selected Purchaser, Founder was not comfortable with certain terms common in current business practices like Representations and Warranties.

  • To address his discomfort and move forward, the 50% still owned by the Founder and his wife was sold to their daughters for a Promissory Note that accelerated upon closing with the ultimate Purchaser.

  • Took the Founder and his wife out of the documents—NO REPS & WARRANTIES!

Case 2:  Family Succession - Third Generation Window and Water Proofing Company

Owner Transition Situation
 

  • Presented with the goal of transferring ownership from the Son of the Founder (deceased) to the Grandson of the Founder.

  • Management Grandson then in his early 50’s had been responsible for growing the business from <$10mm in sales to $35mm in sales.

  • Another Grandson was a non-management salesman and the Granddaughter was part-time General Counsel.

  • Management Grandson wanted to preserve business ownership and management opportunities for his Son and enable the financial exit of his Father (Founder’s Son).


Solution
 

  • Ran a process which culminated in a cash-out of the Founder’s Son and leveraging of Company to facilitate ownership transfers to other family members through a lower valued stock (larger ownership transfers inside estate and gift tax limits due to leverage).

  • Management Grandson retained 35% ownership, other 2 Grandchildren retained 5% and incentive shares for 3% were reserved for non-family key members of management.

  • Selected Private Equity firm funded the cash, provided growth capital and added branded board members with significant international business experience, contacts and expertise.

Case 3:  Recapitalization - International Architectural and Engineering Firm with Branded Niche

Owner Transition Situation
 

  • Two owners/ key members of the management: One in his late 50s and other one in late 30’s.

  • The younger one had been granted options to increase his ownership to parity but did not have money to exercise.

  • Service Business with minimal assets against which to leverage.


Solution
 

  • Ran process for competitive selection of a Private Equity Group that funded recapitalization financing providing liquidity for both owners; enabling a recasting of ownership splits.

  • Two original owners retained almost 40% of the Company and reserved 4% incentive shares for a rising layer of the new key managers.

  • Selected Private Equity firm funded the cash, provided growth capital for two add-on acquisitions and added branded board members with significant international business experience, contacts and expertise.

MISSION
SITE MAP
WORK WITH MMS

Mid-Market Securities LLC offers superior payouts, global brand recognition and professional back-office support.

 

  • Provide a proactive, broad spectrum, domestic and international investment banking resource for the middle market

  • Create and explore options for those seeking capital and financial and transactional expertise from idea generation and initiation through financing, closing, integration and assimilation

  • Work with each client's management and ownership as a fully involved advisory partner in order to help the client achieve its goals and objectives

 

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