Selling Your Business (CONT’D FROM PAGE 18)
line for this? How do you communicate to your team what the intentions are? Mehiel: Maintaining as much control as you can over information flow in the process is important, but it’s also important to be realistic. All things being equal, if you’re running a box plant and you’re in the process of selling the plant, you’d prefer the least possible amount of people to know that for as long as possible so that the business is not destabilized. Medof: One approach is It’s to be very open. When folks are used to others being out on the plant floor and having guests and hosting people, and you have invest- ment bankers who might be dropping by to call on you and give you an update on the market, you just don’t have this moment of surprise. Also, it’s good have transparent discussions with employees to let them know you’re al- ways looking at options. This way, there are no shocks or surprises.
be clear-eyed about where you are in the life cycle and evolution of that business, and whether or not you can rea- sonably decide that you’re going to create more value if you stay. That’s an easy one to get wrong. And we’ve done that on more than one occasion where we thought, this is go- ing to get better and it’s going to be worth more later. And later it was worth a little bit less than that original moment. It’s really about understanding what’s happening external- ly and how that impacts you in a very clear-eyed analysis of where you are internally. Marino: From the buyer’s seat, what do you think a business looks like when it’s genuinely ready to sell versus one that’s dressed up for the sale? How do you navigate through those challenges? Medof: There’s a few things that we consider important to make a strong favorable impression when we’re looking of some of the things that someone would want to see as a buyer. Once you get over the initial shock of the amount of information, it’s good business practice to have readily available those sorts of things in your business. Richard, during your process of selling, were you in a scenario where valuations differed from some interested parties, but you guys were able to stay true to who you felt the best fit was? Brown: It took two rounds to sell. We started at the end of COVID and that process ended without a sale, simply because we didn’t find that it was an attractive time to sell. Valuations had changed a lot from the time we started the process to the time we ended it. We went to one of these speed dating private equity deals put on by Deloitte. Sixteen times a day for 10 min- utes at a time, we pitched our company and talked to pri- vate equity people. And after two days of that, Dave and I thought we had a pretty good idea of who might be a good fit and would understand our business. at partnering with an independent. The main thing is a clean set of fi- nancials, and it’s pretty clear when financials have been dressed up at the last minute. Marino: You can go into Claude or ChatGPT and ask for a due dili- gence list, and it’ll give you a taste I didn’t want to work for somebody that didn’t under- stand the box business. Ideally, we were looking for some- body who didn’t have the primary assets that we were looking to sell, which was digital packaging. SupplyOne was a very fair arrangement for us, consis- tent with what we thought we would be a fair value. Its important to point out that it was not the highest offer that we received during the process. But is was the best fit for what we were looking for overall. Marino: There’s a transition that naturally needs to take place when the sale is made. Is there a roadmap or time- Billy Medof
Marino: Can each of you elaborate on the intrusive- ness of the diligence process? Brown: Your experience with diligence very much de- pends on who you sell to. We were buyers of several busi- nesses, and most of our deals started on a single page of yellow-lined notepad paper with very simple points. Of course, by the time the lawyers got involved, it would be much more detailed. But diligence was pretty simple with us as a buyer. Diligence selling to private equity is totally different. I spent the better part of five months actively engaged in answering questions all the time. The questioning can feel invasive, as they ask the reason for every decision that you’ve ever made. Whether we ended up selling or not, the diligence pro- cess was going to teach us things about the business that we either hadn’t identified ourselves, or hadn’t wanted to look into. Either way, the result of the diligence was pos- itive. Mehiel: Diligence by nature is an intrusive process. The more buttoned up you are in terms of your financials, the better off you will be when a diligence process begins. If you’re not sure your records and administrative func- tions are where they need to be, they’re probably not. Any
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20 October 5, 2026
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