Industry:

Aerospace design engineering services : Specializes in aftermarket modifications of aircraft, conversion from Passenger to Freighter. weight and interior design. Provides expertise in systems integration and structures and obtains FAA certifications. Develops in-house supplemental type certificates.

Time Period:

April 2015-October 2018

Assignment:

Maximize exit value: sell-side business due diligence. Focus areas:

1. Validation of current performance.
2. In-flight and planned improvements.
3. Under-recognized and under–quantified opportunities.
4. EBITDA, Working Capital levers:
   • Sales, Inventory & operations planning.
   • Productivity – upgrade labor utilization.
   • Sales – backlog and pipeline improvements.
   • Gross Margin uplift and sustainability. (eg: price increases)
5. EBITDA validation going back ten years.
6. Review and solve issues with Assets &Liabilities – on and off Balance sheet
7. Apply audit and GAAP principles in preparation of Financial statements and related schedules.
8. Prepare supplementary information, CIM , forecasts and scenario planning.

Story:

• Value creation in the business: 1. Expanded Sales reach and increased backlog and pipeline by over 50% sustaining it over the next 5 years. 2. Analyzed and identified sources of Gross Margin improvement – productivity improvements and reduced idle time, faster turnarounds, price increases, new pricing opportunities.
• Established and assisted in the execution of a strategic plan.
• Identified a 30% EBITDA uplift for the past ten years.
• Assets and Liabilities – identified red flags, cured them and updated to reflect reality and ensure off Balance Sheet items regularized.
• Identified and engaged a M&A firm and worked to prepare the company for sale – Valuation, Investment deck, Financials, Q&A.
• Organized data room, answered questions from interested buyers and provided detail follow up information.
• Evaluated offers, valuations and advised the owner on options.
• Completed a buyer’s due diligence audit by Price Waterhouse without any changes to the Financials.
• Worked with buyer’s tax accountant – Ernst & Young on the tax aspects – cash to accrual, R&D tax credits and other considerations – S to C corporation conversion.
• Prepared Proforma 3 years earnings projection and related Financials.
• Tracked current YTD actuals and proforma to establish credibility during deal process.
• Worked with the owner to establish a retention plan for key employees.
• Worked with the owner and several other advisors on the deal structure – upfront, earn out components, bonus and tax implications.
• Worked on a post-sale integration plan.

Result:

• Increase in Enterprise value – from $5m – $7m, deal closed at $11.5m. both due to higher EBITDA and higher multiple.
• Enterprise risk reduction due to an ever increasing pipeline of sales orders and quality of customers and projects – Sales increased from $6m to $11m and gross margins increased from 33% to 41%.
• Quick turnaround of consistent information increased buyer confidence in dealing with “one set of truths” and no surprises.
• Transaction velocity increased due to shortened buy side due diligence, faster close/faster diligence timeline.
• All round confidence sustained – seller, employees, advisors and buyer.
• All round value delivered to seller to increase deal price that also showed a credible path to the buyer.