We Manage the Sale Process, So You Can Manage Your Business
My Timeline
October 10
Step 1 – Valuation & Positioning
Positioning Your Business For Maximum Value
We strive to become well-versed in all aspects of your business. What we learn is key to developing your Confidential Information Memorandum (CIM) which is utilized to introduce your company to all prospective buyers and generate offers above market norms.
Every client engagement shapes our reputation. When hiring us, you can expect a tenacious approach to achieving your desired outcome. This occurs by relentlessly working to fulfill a client’s best interests, entirely advocating on their behalf, and meticulously managing the sale process.
Mike Moran | Partner, Executive Advisor
October 10
Step 2 – Marketing to Buyers
Maintaining Your Advantage
We market your company to a group of diverse and qualified Financial & Strategic organizations; maintaining your leverage and confidentiality throughout the entire process. Our main goal is always to generate multiple offers and capture the outlier bid; those organizations willing to value your company above the upper limits of the market.
We put the client first and foremost, providing experienced transactional guidance through the entire sale process. The result is a successful outcome…which exceeds expectations.
Andre Ulloa | Partner, Executive Advisor
October 10
Step 3 – Selling Your Business
Protecting Your Best Interests
After you sign a Letter of Intent (LOI), we maintain communication, engagement, and accountability; staying vigilant throughout due diligence until your business is sold. Our involvement and leadership during this period is proven to increase the probability of a successful transaction.
11. Manage Timelines / Avoid Roadblocks
Manage Timelines / Avoid Roadblocks
12. Prepare for Quality of Earnings (“QOE”)
Prepare for Quality of Earnings (“QOE”)
13. Work with Legal, Clinical, and Accounting Teams while managing Data Room
Work with Legal, Clinical, and Accounting Teams while managing Data Room
"Our team is here to serve as your trusted advisor – helping you understand and navigate the selling process successfully."
Mark Thomas | Partner, Director of Operations
Successful outcomes are achieved by relentlessly working to fulfill our clients’ best interests, purely advocating on their behalf, and meticulously managing the sale process.Through this commitment, we're able to effectively help you sell your company by navigating through roadblocks, finding the right buyer, increasing the probability of a company being sold, and enable you to exit your healthcare business for maximum value.
STEP 1: VALUATION & POSITIONING
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Positioning Your Business For Maximum Value
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We can begin our assessment of your business through the collection and analysis of essential company data, including financial reports, clinical data, and operational metrics. The culmination of our efforts in Step 1 will result in a detailed Confidential Information Memorandum (CIM) which will be utilized in the marketing of your business to our robust network of buyers.
After gathering this information and providing a detailed analysis, we assist in assembling a deal team to aid in the coming sale process, most commonly consisting of legal, financial, and optionally, clinical support.
While we conduct much of the pre-market analysis internally, we highly recommend the inclusion of third parties to provide further support as needed. These types of additional reviews can often take the form of a pre-diligence Quality of Earnings (QoE) or a Clinical Chart review.
Once we have collected sufficient data and background on the business, we consolidate all the provided data, internal analysis, and conversations with the ownership to begin building a highly robust and informative Confidential Information Memorandum (CIM).
Upon the finalization and approval of the Confidential Information Memorandum, the CIM and any relevant addendum materials are housed in a secure data room which will be shared with interested buyers after a thorough vetting process.
Gather Company Data
We can begin our assessment of your business through the collection and analysis of essential company data, including financial reports, clinical data, and operational metrics. The culmination of our efforts in Step 1 will result in a detailed Confidential Information Memorandum (CIM) which will be utilized in the marketing of your business to our robust network of buyers.
Build Deal Team
After gathering this information and providing a detailed analysis, we assist in assembling a deal team to aid in the coming sale process, most commonly consisting of legal, financial, and optionally, clinical support.
Pre-Acquisition Reporting & Analysis
While we conduct much of the pre-market analysis internally, we highly recommend the inclusion of third parties to provide further support as needed. These types of additional reviews can often take the form of a pre-diligence Quality of Earnings (QoE) or a Clinical Chart review.
Consolidate Information
Once we have collected sufficient data and background on the business, we consolidate all the provided data, internal analysis, and conversations with the ownership to begin building a highly robust and informative Confidential Information Memorandum (CIM).
Build CIM and Data Room
Upon the finalization and approval of the Confidential Information Memorandum, the CIM and any relevant addendum materials are housed in a secure data room which will be shared with interested buyers after a thorough vetting process.
STEP 2: MARKETING TO BUYERS
2
Maintaining Your Advantage
We develop a comprehensive list of prospective buyers based on your business profile, market trends, and unique M&A goals. This list will consist of a select group of strategic and financial buyers, some of which you may be familiar with, but most of whom you are not.
All interested buyers must execute a non-disclosure agreement prior to being approved. Once signed, buyers will undergo a thorough vetting process in which a member of our team will speak with them on their investment thesis and capacity for capital, ensuring both a financial and strategic fit.
Once we are confident that we have contacted the relevant parties who would have interest in a particular acquisition, we provide a process letter and guidance to all interested buyers, setting a detailed list of expectations and timeline for offers.
With the reception of offers, we then negotiate the best commercial deal terms possible and work with your attorney to define the most favorable legal provisions, constantly advocating for your best interests.
When the letter of intent is finalized with the preferred buyer party, the due diligence process officially begins. Key to this phase is to have committed transactional support that will remain highly engaged, responsive, and reliable until your company is successfully sold.
Develop Comprehensive Buyer List
We develop a comprehensive list of prospective buyers based on your business profile, market trends, and unique M&A goals. This list will consist of a select group of strategic and financial buyers, some of which you may be familiar with, but most of whom you are not.
Qualify Buyers
All interested buyers must execute a non-disclosure agreement prior to being approved. Once signed, buyers will undergo a thorough vetting process in which a member of our team will speak with them on their investment thesis and capacity for capital, ensuring both a financial and strategic fit.
Generate Multiple Offers
Once we are confident that we have contacted the relevant parties who would have interest in a particular acquisition, we provide a process letter and guidance to all interested buyers, setting a detailed list of expectations and timeline for offers.
Negotiate Best Commercial and Legal Terms
With the reception of offers, we then negotiate the best commercial deal terms possible and work with your attorney to define the most favorable legal provisions, constantly advocating for your best interests.
Execute Letter of Intent (LOI)
When the letter of intent is finalized with the preferred buyer party, the due diligence process officially begins. Key to this phase is to have committed transactional support that will remain highly engaged, responsive, and reliable until your company is successfully sold.
STEP 3: SELLING YOUR BUSINESS
3
Protecting Your Best Interests
With our experience and ability to problem-solve, we will manage every phase of the due diligence process and help you avoid common roadblocks in an effort to increase the chances of reaching a successful outcome.
In preparation for a buyer’s rigorous vetting of your company, like a Quality of Earnings or reviewing a sample set of charts, we collaborate with your deal team to comprehensively populate the data room and vigilantly monitor the buyer’s progress.
Key to a due diligence process is utilizing the full scope of deal team support to keep sustained progress, including your accounting team and clinical specialists. Once the buyer’s financial and operational diligence is satisfied, we involve each side’s legal teams to enter the last milestone.
The buyer’s legal team will draft a purchase agreement, the legally binding contract defining the transactional terms between buyer and seller. During the agreement revision period, we assist the seller and their attorney to cut down a seller’s legal expenses and increase efficiency.
A successful outcome takes a team of committed individuals who will work relentlessly together to achieve the goals. Our involvement is built on integrity, trust, is focused on your best interests, and will increase the probability of your business being sold.
Manage Timelines / Avoid Roadblocks
With our experience and ability to problem-solve, we will manage every phase of the due diligence process and help you avoid common roadblocks in an effort to increase the chances of reaching a successful outcome.
Prepare for Quality of Earnings (“QOE”)
In preparation for a buyer’s rigorous vetting of your company, like a Quality of Earnings or reviewing a sample set of charts, we collaborate with your deal team to comprehensively populate the data room and vigilantly monitor the buyer’s progress.
Work with Legal, Clinical, and Accounting Teams while managing Data Room
Key to a due diligence process is utilizing the full scope of deal team support to keep sustained progress, including your accounting team and clinical specialists. Once the buyer’s financial and operational diligence is satisfied, we involve each side’s legal teams to enter the last milestone.
Purchase & Sale Agreement (“PSA”)
The buyer’s legal team will draft a purchase agreement, the legally binding contract defining the transactional terms between buyer and seller. During the agreement revision period, we assist the seller and their attorney to cut down a seller’s legal expenses and increase efficiency.
Close the Deal
A successful outcome takes a team of committed individuals who will work relentlessly together to achieve the goals. Our involvement is built on integrity, trust, is focused on your best interests, and will increase the probability of your business being sold.
Step 1 – Valuation & Positioning
Positioning Your Business For Maximum Value
We strive to become well-versed in all aspects of your business. What we learn is key to developing your Confidential Information Memorandum (CIM) which is utilized to introduce your company to all prospective buyers and generate offers above market norms.
01. Gather Company Data
Gather Company Data
02. Build Deal Team
Build Deal Team
03. Pre-Acquisition Reporting & Analysis
Pre-Acquistion Reporting & Analysis
04. Consolidate Information
Consolidate Information
05. Build CIM and Data Room
Build CIM and Data Room
Mike Moran
Partner, Executive Advisor
Every client engagement shapes our reputation. When hiring us, you can expect a tenacious approach to achieving your desired outcome. This occurs by relentlessly working to fulfill a client’s best interests, entirely advocating on their behalf, and meticulously managing the sale process.
Step 2 – Marketing to Buyers
Maintaining Your Advantage
We market your company to a group of diverse and qualified Financial & Strategic organizations; maintaining your leverage and confidentiality throughout the entire process. Our main goal is always to generate multiple offers and capture the outlier bid; those organizations willing to value your company above the upper limits of the market.
06. Develop Comprehensive Buyer List
Develop Comprehensive Buyer List
07. Qualify Buyers
Qualify Buyers
08. Generate Multiple Offers
Generate Multiple Offers
09. Negotiate Best Commercial and Legal Terms
Negotiate Best Commercial and Legal Terms
10. Execute Letter of Intent (LOI)
Execute Letter of Intent (LOI)
Andre Ulloa
Partner, Executive Advisor
We put the client first and foremost, providing experienced transactional guidance through the entire sale process. The result is a successful outcome…which exceeds expectations.
Step 3 – Selling Your Business
Protecting Your Best Interests
After you sign a Letter of Intent (LOI), we maintain communication, engagement, and accountability; staying vigilant throughout due diligence until your business is sold. Our involvement and leadership during this period is proven to increase the probability of a successful transaction.
11. Manage Timelines / Avoid Roadblocks
Manage Timelines / Avoid Roadblocks
12. Prepare for Quality of Earnings (“QOE”)
Prepare for Quality of Earnings (“QOE”)
13. Work with Legal, Clinical, and Accounting Teams while managing Data Room
Work with Legal, Clinical, and Accounting Teams while managing Data Room
14. Purchase & Sale Agreement (“PSA”)
Purchase & Sale Agreement (“PSA”)
Close the Deal
Close the Deal
Mark Thomas
Partner, Director of Operations
Our team is here to serve as your trusted advisor – helping you understand and navigate the selling process successfully
3 Essential Ways to Prepare Your Healthcare Company for Sale
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Market Research
The first step in any valuation is to explore what drives value within your specific market segment. In the healthcare sector, understanding industry trends and identifying key market drivers is essential to understanding what makes your business unique.
Industry Trends: The healthcare landscape is constantly evolving. Factors such as regulatory changes, technological advancements, reimbursement risk, skilled caregiver supply, and shifts in patient demographics can significantly impact your business’s value. Staying ahead of these trends and adapting your operations accordingly can make your company more attractive to potential buyers in the market.
Key Market Drivers: Patient outcomes, cost-efficiency, and specialized services are often critical value drivers in the eyes of a potential acquirer. For example, a company with a track record of delivering better patient outcomes or offering services that are currently in high demand can be factors which elevate your perceived valuation.
Identifying Competition and Market Position: Benchmarking your business against competitors or other operator profiles can provide a clearer picture of your market position. This involves analyzing competitor strengths, weaknesses, and growth strategies to highlight your company’s competitive advantage.
Transaction Comparatives
Once we have a solid understanding of your market, we move on to examining recent transactions in the healthcare sector to identify valuation benchmarks.
Assessing Comparable Transactions: By analyzing similar deals, we identify comparable businesses that have recently gone through an M&A transaction. This helps us understand the market’s value expectations for companies that operate with a similar profile to your business. While every business is unique, one of the most effective ways to estimate the value of your business is through benchmarking your company with similar companies who have sold in the open market. With our extensive experience in healthcare M&A, we have transactional comparative data t relative to your business.
Market Multiples: One of the key metrics utilized in M&A is the Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) multiple. EBITDA multiples can offer insight into the value of your business based on its profitability. For example, if comparable companies were recently acquired between 5x – 7x EBITDA, this will be one of the reference points we will utilize in determining our opinion of value.
Case Study: We’ll also look at recent acquisitions of companies operating in the same segment and size as you. By examining common valuation drivers, financial metrics, and EBITDA multiples, we can draw parallels to your business and refine our opinion of value further.
Financial Analysis
Once we have market and transactional insights, it’s time to perform a detailed analysis of your business’s financial health and growth prospects.
Reviewing Financial Health: We analyze key metrics like revenue growth, profit margins, and operating efficiency to assess how well your business is and has been performing. Consistent (or growing) financials can not only boost your valuation in the market but also demonstrate to buyers that your company is a stable and profitable investment.
Impact of Assets and Liabilities: Your business’s assets—such as licenses, medical equipment, inventory, entitled real estate, and proprietary technology— may play a role in determining its value. In certain segments, like behavioral health—substance use disorder clinics, it is vital that out-of-network groups have a standardized marketing system for patient acquisition. Conversely, liabilities like outstanding penalties, reimbursement claw backs, charting/clinical data deficiencies, or restrictive contractual obligations can impact the final valuation. For example, in hospice it is important to have a program to reduce your cap liability and ensure that all patient charts are completed per the current regulatory standards.
Projections and Future Cash Flows: In M&A, it’s not just about your current financials; it’s about where your business is headed. We develop grounded financial projections based on current market conditions, historical performance, and growth potential to demonstrate your company’s future cash flow potential.
Conclusion & Findings
After conducting market research and a thorough analysis of your businesses operational, clinical, and financial performance, we compile our findings to deliver a comprehensive valuation reports.
Presenting a Valuation Opinion: We summarize all of the data gathered to provide you with a clear opinion of your business’s value. This valuation is supported by concrete data and expert analysis, ensuring transparency and credibility.
Next Steps: Once you have a solid understanding of your company’s value, you’ll be in a strong position to pursue your M&A goals. Whether you’re looking to sell now or later, knowing your valuation allows you to plan your next moves more strategically.
Understanding the process of valuation a healthcare company in today’s market is essential if you’re considering any type of capital event in the near future. By exploring key market drivers, examining recent transactions, conducting a thorough financial analysis, and delivering a well-supported valuation, you can approach any M&A related event with confidence.
Going through the steps of conducting a formal valuation not only helps you gain a clear picture of your company’s worth but also provides you with the opportunity to reach maximum value when entering the market to sell or raise capital. Having a third-party, data-driven analysis can equip you with the information and knowledge to successfully navigate a sale process. At M&A Healthcare Advisors, our goal is to guide you through every step of the way, so you can focus on what matters most—growing and transitioning your business successfully.
