This is the process we will use to market and sell your business

1

Start the Relationship

After we’ve looked at each other online. maybe spoken on the phone, and each of us has decided we’re willing to meet-no commitments.

INTRODUCTORY CONSULTATION:

You will first be provided with our confidentiality agreement to protect your information. We discuss your objectives, your company, our requirements and how our process works. We'll provide you with sample documents and our book, The Plan, a guide to the work ahead.

PRICE ANALYSIS:

If we both decide there is a good fit, we'll set a second date. Meanwhile you will send us documents to enable us to calculate a window for your MPSP (Most Probable Selling Price) and we'll also do some preliminary research

ENGAGEMENT DETAILS:

It's been 10 days and we're ready to move forward. We'll discuss our calculation for your MPSP window. If we can agree on the price, we continue to answer your questions until you feel confident. We'll add your details to our Engagement Agreement and walk you through it. If your decision is 'yes', the engagement begins.

Up to this point, there has been no cost to you. We have invested our time and expertise to build the relationship.

2

Marketing Prep

YOUR ADVISORS:

Depending on your company size, you might create an advisory group to assist you. At the least, we will need to contact your accountant and lawyer.

KEY DECISIONS:

We'll list the documents and decisions you must make before we can proceed.

STARTING THE CIM

When you're ready, we'll meet for our Profiling interview, where the Broker learns details about your business. Afterward, we collect more data, do some research, and get your insights

We might need to refine the MPSP so it can be defended in negotiations. We'll develop a Unique Selling Proposition. That is, what do you have, if we package it correctly, that buyers really want

Our team drafts your marketing materials and submits them to you for comments. A second draft addresses the gaps in our material and nails down the details.

TARGETING BUYERS

We compile a list of strategic buyers, private equity groups and selections from our past work. These contacts will receive a blind offering (they won't know your company yet

3

Marketing Launch

By now, you have approved all our marketing materials and targeted buyers and we let the world know. Your opportunity will be seen by several hundred thousand buyers online. Like the targeted buyer mailings, they will see a general description so they know enough to be interested but not know who you are

4

Inquiry Screening

FIRST LEVEL:

We'll begin getting inquiries within a day or two. Many are just curious, some don't have the funds or they're among the investor groups looking only for distress pricing We will contact every inquirer but 90% will not qualify. They must tell us a lot about themselves and provide proof that they can meet your MPSP

SECOND LEVEL:

The qualified potential buyers must sign an NDA and then they will be given your CIM. The buyers who remain interested will begin asking us questions. We meet with the best candidates to get them excited about the potential. We will deal with many of their questions ourselves

THIRD LEVEL:

A few will be brought to you for a tour and Interview. Until now it's been a sorting process to identify the best potential buyers

5

Selecting Offers

The best buyers will be given a guide on making an offer that meets your criteria The offer will come as an LOI (Letter of intent). It's not binding, even when you sign it back, but it will form the basis of the Purchase Agreement

We'll review the LOIs with you and discuss the merits of each buyer and their offer, making recommendations about accepting or signing one back with changes

When the LOI is signed by both you and the buyer, the buyer is ready for the due diligence process

6

Due Diligence and Purchase Agreements

We facilitate the due diligence and negotiations to keep the deal on track until its done

Throughout this process, we have tried to minimize the use of your time because it is essential that you focus on your business so that it continues to do well.

Due diligence can take a few weeks. All your secrets and mistakes will be found and used to negotiate better terms. Because you were forthright with us at the beginning, nothing substantial will be found. Even so, buyers will use every opportunity to push the price down. Here's where we'll need the leverage of your continued success.

7

Close the Transaction

Now the LOI and the post- due diligence negotiations are finalized in a Purchase Agreement. Some negotiations will resolve the lose ends if all has gone well, your acceptance finalizes the transaction,

At the planned time, the transaction closes and the agreed-upon adjustments are made for Net Working Capital (inventory, receivables, payables, fees etc.)

Money is transferred to you. We celebrate