Pallas assisted in structuring a deal for Baily Tools when the minority owner bought out the majority owner. The transaction consisted of a multi-year payout. Pallas was able to create the proper tax structure, set terms that allowed the new owner to take ownership immediately and put measures in place that protect the company’s ongoing business practices. In addition, Pallas worked with its banking relationships to introduce and structure new credit facilities for the buyer to help finance current and future operations.
Infinity Molding & Assembly, Inc.
There were two equal partners involved in the business that they had started together many years ago. They had come to a point where they no longer wanted to be partners and needed to find a solution where one could buy the other out or they sold to a third party. We were brought in to find a fair valuation, present all alternatives and meet two primary objectives. Allow the partners to move through the process without winding up in litigation and preserve the value of the enterprise for the future.
Gettler Sheet Metal
The owner of Gettler Sheet Metal had reached a point where he was ready to retire and wanted to sell the business. He picked the person that he wanted to sell to and we were retained to facilitate a solution that would allow him to sell, the buyer to buy an asset that they were not quite fully capitalized to acquire, and preserve the ability of the company to perform into the future. We structured a deal that allowed the buyer to acquire for a reasonable price, structured the seller notes and helped secure the credit facilities necessary to acquire the property and operate the business. The company has been very successful and all financial obligations have been met for both seller and buyer.
Many times a transaction will be between two parties that know each other. The purpose may be one where the partners no longer want to be partners and a Corporate Divorce is the best alternative. However just as in any divorce situation emotions tend to run high. In other cases it may be a simple case of two parties wishing to engage in a friendly transaction whereby one buys the other.
Another form of Facilitated Transactions are transition situations. Generational or retirement are just two examples. One owner may be making a transition in their own life and the ability to have a fair and independent structure put into place will be critical to make sure that all parties are treated well and more importantly that the remaining team and business functions in the most optimal manner without encumbrances.
Management buyouts, divisional spin offs and ESOPS are other forms of facilitated transactions.