We Acquire & Provide Equity Fnance For Profitable Businesses
We Acquire & Provide Equity Financing For Profitable Businesses.
We are an agnostic financial private equity firm seeking the acquisition or equity financing of profitable, established businesses in the USA. As an agnostic acquirer and financier we will look at almost any industry.
ARMSTEAD CAPITAL ACQUISITION STRUCTURE:
1. We shall offer full asking price supported by EBITA
2. Our LOI is NON-binding
3. Full terms of any acquisition will be set forth in the Conditional Stock Purchase Agreement
4. *** Due to the uncertainty of the current banking marketplace and the extreme conservative stance of many financial institutions regarding new business loans, we strongly prefer that THE SELLER obtain bank financing through their already established banking relationships. ACI shall further use its best efforts to arrange financing for the seller either through the seller's existing banking relationship or through ACI's established network of banking contacts. Private Equity firms such as ours have few available options for companies which are unacceptable to lenders and can no longer expend resources seeking financing for the acquisition of businesses that are otherwise unlendable due to current market conditions.
5. Upon initial bank conditional approval, the agreed upon equity shares shall be delivered into escrow.
6. On or before the date financing is secured and closing occurs, the agreed upon equity amount (10% - 100%) is immediately transferred to ACI.
7. ACI shall be solely responsible for bank loan debt repayment
8. Seller will receive 70% of the bank financing and receive a promissory note from ACI for 30% for up to a 5 year term.
9. ACI will pay the business broker fee based on the full sale price (If applicable).
INITIAL DUE DILIGENCE QUESTIONS:
- PRICE? (NO BIDDING OR STALKING HORSES. NO PRICE: NOT INTERESTED)
- GROSS?
- EBITDA?
- Owners staying or going? We like if owner stays as we are absentee owners but owners staying is not necessary.
- Why selling?
- Are they absentee owners?
- Can any of the employees run the business? We will give the key employees 5%-10% equity and the rest of the employees share in an equity pool of 5%-10%.
- How many employees FT/PT, contractors FT/PT?
- Current Debt? Liabilities?
- Cash on hand?
- Real Estate? If yes - We prefer lease to own for 5 years. If yes - Value? Mortgage Balance? Assumable mortgage?
PROCEDURE:
-NDA
-CIM
-PRELIMINARY LOI NON BINDING
-DUE DILIGENCE DOCS:
LAST 3 YEARS TAX RETURNS
LAST 3 YEARS FINANCIALS
YTD
LAST 12 MONTHS BANK STATEMENTS
CURRENT SERVICE CONTRACTS
A/R REPORT
-INITIAL BOARD VOTE
-REVISED LOI NON BINDING
-FINANCING APPROVAL
-SELLER CONFERENCE CALL
-NON BINDING PSA
-SITE VISIT
-FINAL BOARD VOTE
-FINAL BINDING PSA
-CLOSE