Case Study: The cost of using specialist Corporate Financiers will be far surpassed by the value they add

Background

Founded in 2009, Integrity is an IT solutions and consultancy business, delivering IT Solution packages to small businesses and larger organisations, and has more than 1,500 users.

Managing Director, Andrew Fisher, has been a client of Armstrong Watson since Integrity was founded in 2009. In 2015 he started thinking about retirement plans and engaged with us for specialist advice around his exit options.

What did we do and how we did it?

Initially, we spent time gathering an in-depth understanding of the business operations, a detailed view of the financials and the management information available, getting to know Andrew - understanding his personal objectives for selling to better advise on value expectations.

Using our knowledge and sector experience, we carried out market research into potential purchasers. We prepared an anonymous flyer noting key investment

highlights and circulated it to our target list and wider network of M&A professionals. An excellent response followed and we issued confidentiality letters to 17 interested parties. This was then narrowed down to the preferred purchaser and Heads of Terms agreed. However, close to completion, the purchaser changed the terms of the deal. Despite our own remuneration contingent upon successful sale completion, our objectives remain aligned with Andrew. We reminded him that if the deal no longer met his initial selling objectives, it wouldn’t be advisable to proceed, and he withdrew from the transaction.

We continued to work closely with Andrew and the business continued to grow, with turnover increasing by over 60% by January 2020, when Andrew received a direct approach by a potential buyer. Fast forward to November 2020, and Integrity Office was sold to Eco Communications Ltd, a communications and IT solutions provider.

Result

Eco was not the buyer Andrew initially received direct approach from, but with our help and expertise, we solicited offers from two further parties, creating the competitive tension that ensures the best possible value for the business, ultimately driving the price upwards. However, the best offer is not always down to price. The company was more than just an investment for Andrew and he appreciated that without his loyal customers and excellent team members, the business wouldn’t be where it is today and he was not prepared to sell solely to the highest offer. Andrew instead chose the preferred purchaser based on the offering and opportunities for customers and staff alike and sold at a competitive price following the increase in value and interest we were able to drive into the process.

 “It was apparent that Darcie was not set on just getting any outcome. Through her pro-activeness and her understanding of my own objectives, she made sure she got me the best outcome possible.”

Andrew Fisher, Managing Director, Integrity Office Limited