Corporate Finance

• Consulting for business growth and change
• Mentoring and coaching for Directors and business owners
• Non-Executive Director
• Preparing businesses for sale
• Lead advisory to business acquisitions
• Corporate legal services
• Lead advisory to business disposals
• Advising MBO and MBI teams
• Turnaround management for distressed businesses
• Fund raising, incorporating both debt and equity facilities
• Management of distressed funding relationships

Cash is the lifeblood of any business and is often a key element in delivering growth. Therefore, it is imperative that the funding structures you have in place are suitable – not only for now but for the future. The team at Hentons have first-hand experience at working within a bank, giving them an excellent insight into the processes and procedures needed to get a facility signed off.

We can assist you with:

• A review of your current funding structures and identify if they are appropriate
• Planning for the future and ensuring you have facilities in place to achieve it
• Immediate funding requirements whether for acquisition, working capital or development.

We work with the company and funders to ensure that accurate, complete information is shared which allows funders to make quick and informed decisions. This allows funding to progress smoothly whilst you can remain focused on your business.

Selling a business can be the most significant transaction of most people’s lives. However, it is not like selling other assets. In addition to achieving the best value, there are a broad range of issues to consider, such as:

• Is now the right time to sell?
• Are there any ways to increase the value?
• When will I get the money?
• What do I need to do to prepare for the sale?
• Will the buyer look after the staff?
• Could the management buy the business?
• Will the consideration, if deferred, be secure?
• What will the legal process involve?

We will work with you to consider all these points and ensure:

• The business is in the best possible condition for sale
• That you generate interest from all potentially interested parties
• That you market at the most appropriate time
• That the sales process is managed to ensure it is as straightforward as possible to limit any impact on the business.

Having the opportunity to buy the business you have worked in can often seem like a dream come true. However, when it comes to structuring a deal, or raising the money, the opportunity can suddenly feel daunting and possibly unattainable.

At Hentons we have many years’ experience in helping management teams attain that dream MBO deal. Our focus is not only on completing the deal but also on creating the right structure to protect the business and create long-term value for the MBO team.

Organic growth is the cornerstone of most business growth. However, a strategic acquisition can significantly enhance your business, whether it’s to add geographical coverage or bring a key skill, product or person in-house.

We can work with you to develop an acquisition strategy that delivers on your personal and corporate goals, as well as a robust funding structure which ensures the strategy enhances your existing business and minimises personal risk.

Our acquisition services include:

• Identifying potential acquisition targets
• Contacting and liaising with targets to establish interest and negotiate initial terms
• Liaising with external funders to secure acquisition finance
• Working with legal advisors and other third parties throughout the process
• Managing the complete transaction process to conclusion

We combine our transaction experience with a broad range of experience of running businesses, in banking and delivering consulting services to clients.

Our consulting can range from a short, focused project to long-term non-executive roles. Our work often includes:

• Developing strategies for growth
• Building management teams to meet succession requirements
• Refinancing projects
• Acting as a sounding board
• Chairing board meetings

You will notice our strapline of ‘Intelligent, Proactive and Candid’. These three words are important to us and how we deliver our services.

If you feel an external view or someone to hold the management team to account would add value, please ask about our consulting services.

Employee Ownership is a form of exiting a business that effectively passes control to the Company employees (by way of a share sale of >50%). Employee Ownership is not a new concept, you only have to look on the High Street to see John Lewis, probably the most famous employee-owned business. However, employee ownership is more relevant now and considered an option to explore for lots of exiting shareholders.

There are three main forms of Employee Ownership, a direct or an indirect or a hybrid combining the two.

Direct ownership is where each employee of the business has an actual shareholding in the business, personally owning the shares associated with them.

Indirect is often done through a trust set up for the benefit of the Company (most commonly referred to as an EOT or Employee Ownership Trust). The employees do not take any shares directly in this case, but the EOT becomes the majority shareholder and any profits they receive from the trading company are appropriately distributed to the employees. We have found this is the most common method of Companies transitioning to employee ownership.

Hybrid is a combination of the above where some employees have direct ownership of shares but the rest are controlled by a Trust.

Recent Tax Changes

Changes in recent years to the CGT tax legislation have certainly made a sale of a business to employees, more relevant than ever. In summary, in the right circumstances, shareholders will pay zero tax on a sale to employees compared to rates of 10% or 20% when selling in any other way.

MBO Comparison

A sale to employees may be an alternative to a sale to an MBO team, the key difference being that the sale to employees must be for the benefit of all employees rather than just the leadership team. Both MBO’s and employee ownership have their place, and careful consideration has to be given to what is right for the business.

Succession Planning

A sale to employees may create greater flexibility, more time, and a smoother transition from one leadership team to another. It is common for founder shareholders to stay involved in the business following the sales process.

Performance of Employee Owned Businesses

The Employee Ownership Association carried out research on the top 50 employee-owned businesses in the UK and found that profits increased by 5% and productivity was up by 6.9%. There are many more benefits to employee ownership to discover.

You can find more information at the website of the Employee Ownership Association website: www.employeeownership.co.uk.

Contact Us
We have worked with a number of teams across different sectors, advising them on their transition to employee ownership. For more information contact Chris Sellars, Matt Milnes.

Financial Due Diligence

Whether you’re an entrepreneur, investor, funder, or a company seeking to acquire, conducting thorough financial due diligence is a critical step in confirming the accuracy of financial information that influences your decisions and offers. At Hentons Corporate Finance, we specialise in providing expert financial due diligence services to help you gain a clear understanding of the target company’s financial health and stability.

Understanding Financial Due Diligence

Financial due diligence involves a comprehensive examination and analysis of a company’s historical and current financial records, performance metrics, and future projections. Our experienced team at Hentons Corporate Finance will review all available and relevant information, unlike an audit, due diligence we can tailor our approach to your specific needs and focus on areas of perceived risk.

The Importance and Benefits

Financial due diligence offers a multitude of benefits, including:

Risk Assessment: Identify potential risks associated with the target company, enabling informed risk management strategies.

Issue Identification: Uncover and address issues before progressing, ensuring a smoother transaction process.

Accurate Valuation: Determine the true value of the target company, assisting you in making well-informed investment decisions.

Reduced Acquisition Risk: Lower the risk of post-acquisition surprises by thoroughly understanding the company’s financial position.

Opportunity Discovery: Uncover hidden opportunities that might impact the success of the transaction.

Effective Negotiations: Facilitate negotiations and deal structuring by having a clear understanding of the financial landscape.

Risk Mitigation: Identify and mitigate potential legal and regulatory risks associated with the transaction.

Cost Efficiency: Minimise legal fees by addressing potential issues before they escalate.

Funding capacity: Identify a Company’s ability to meet debt servicing requirements and remain covenant-compliant.

Hentons Corporate Finances’sApproach to Financial Due Diligence

Our dedicated team at Hentons Corporate Finance brings a diverse range of experiences, encompassing banking, industry, start-ups, and personal transactions. We take pride in delivering commercial conclusions that provide value to our clients. Our approach is characterised by the following:

Intelligence: Our team’s expertise and analytical skills ensure a thorough and insightful examination of financial data.

Proactivity: We actively anticipate potential challenges and opportunities, allowing you to make proactive decisions.

Candid: We deliver our findings candidly, providing you with a clear and honest assessment of the target company’s financial position.

Hentons’ team demonstrated a profound understanding of our industry, providing insightful strategies that guided us seamlessly through the acquisition. Their transparent communication and thoroughness kept us well-informed and confident every step of the way. We would have profoundly struggled with the process without Hentons’ guidance. Their professionalism and commitment to our success were evident in their meticulous attention to detail and unwavering support. We highly recommend Hentons to any company seeking top-tier corporate finance and legal services. 

Peter Fletcher, Gordon Fletcher & Sons Funeral Homes

We have recently completed the sale of our business to an Employee Ownership Trust, a significant event for the shareholders. Chris Sellars and Matt Milnes from Hentons supported us superbly well throughout the process from initial considerations to completion of the deal. Their support and high level of professionalism and experience were invaluable in helping to make the process run smoothly as possible and enabled us to achieve the desired successful outcome.

Ashley Ward, Warwick Ward

Hentons are great to work with. They apply a commercial perspective to their due diligence, providing insight and opinions beyond the scope they report on. We have a great relationship with all the team and there will be no doubt more occasions we will work together.

Fiona Hatch, Foresight Group

Hentons spent time at an early stage with both the bank and our client in order to fully understand our needs so that the scope of work would focus on key risk areas. We found them to be engaging and thorough in their work and they were a significant help to us in getting the deal over the line.

Strategic Finance, Virgin Money