VentureVest Capital Corporation, through it's officers, advisors and affiliates have many years of experience in mergers and acquisitions, roll-ups, and corporate financing. Over the years, this team has been involved in well over half billion dollars in transactions.

The main objective is to achieve each client's long-term strategic goals, whether the goal is business or personal. To sell or merge a business or to acquire another company or companies for growth, the objective is to seek out the best possible acquisition under the circumstances, make the necessary contacts, effect the due diligence needed and structure the maximum value.

In today's complicated regulatory environment, this aim must be carefully balanced with complex tax issues and potential legal liabilities. The VentureVest team carefully evaluates each client's business and personal needs and advises each client on all details of a sale or purchase decision.

Selling a business is a complicated process involving numerous difficult decisions. For most business owners this is a once-in-a-lifetime event and usually involves their largest personal asset. A successful conclusion requires accurate information and demands objective thinking. There are many questions to be addressed .

• Is the company ready for sale?
• When is it the best time to sell?
• What is the actual net worth?
• Can value be increased?
• Who are the best possible buyers and how can they be found?
• What tax consequences and government reporting requirements might effect the sale?
• How can legal liability be avoided?
  

The ideal process is to maximize value by strategic marketing, maintaining confidentiality and minimizing disruption to business. Also, to ensure full disclosure and add valuable documentation, if it is necessary, to define the terms of the sale long after its completion. There are seven important steps in selling a business.

Step 1. To Identify the Seller's Objectives

Develop a clear understanding of the seller's requirements and strategic goals including the desired "need value", timing, tax consequences and interest in future involvement.

Step 2. Analyze and Evaluate the Company

Identify synergistic, strategic, industrial or financial buyers in order to achieve a transaction that may exceed the fair market value for a firm. It is essential to make an accurate determination of the company's value to ensure proper compensation. Often, privately held companies suppress earnings to reduce tax liabilities. For this reason, it is important to dissect the financial history of the business line by line to uncover the hidden value of the Company in order to achieve the highest value. This extensive evaluation process involves state-of-the-art methods in obtaining an accurate consensus of the true value of the business. The analysis will identify and illustrate the firm's future income potential, which is critical to obtaining maximum value, minimizing the possibility that the Company will be sold only on the basis of their historical earnings.

Step 3. Determine the Right Time To Sell

Obviously, the best time to sell a business is when the market is paying top dollar and when the company has reached an optimum rate of growth. Many factors must be taken into consideration to determine whether or not it is the best time to bring the company to market. It may be that the value of the business at the moment will not meet the needs of the seller and a decision must be made whether to sell or hold. VentureVest will assist in making such decisions but will work with each client in future years to assist in achieving the goals desired.

Step 4. Create a Confidential Business Report (CBR)

VentureVest Capital Corporation will work with each client to develop a comprehensive report to communicate the business opportunity to prospects in its best light. This report provides an in-depth review of the company's strengths, weaknesses, threats and opportunities. This report allows VentureVest to communicate effectively with buyers around the world.

Step 5. Develop a Strategic Marketing Plan

The VentureVest team will develop a customized and targeted marketing strategy to identify potential buyers, and to match the business with a select list of the most qualified buyers. The database of VentureVest and its associates includes detailed acquisition criteria for thousands of potential buyers. Local, national and international advertising strategies are put in place to present the company to the appropriate audience.

Step 6. Implement of the Marketing Plan

The marketing plan is implemented, and through this effort potential buyers are identified. Prequalified and motivated buyers are then approached with a Confidential Seller Profile that describes the company without disclosing information that allows the prospective client to identify the company. Prospects expressing interest must meet financial qualifications and execute a Confidentiality Agreement. After approval of the prospect, the confidential Business Report is forwarded to the buyer and all exchanges of information is strictly controlled to protect client confidentiality.

VentureVest will coordinate all leads client-approved conferences, site visits and negotiation sessions to obtain optimal purchase proposals, continuing until a satisfactory agreement of value and deal structure is reached. The goal of VentureVest is to create a competitive bidding environment for the company, enabling the seller to obtain maximum value.

Step 7. Close the Deal

VentureVest works in partnership with the client's legal and accounting team to orchestrate a definitive purchase agreement that finalizes all details of the transaction, including the coordinating of negotiations, letters of intent, due diligence and financing options. VentureVest can also assist in the procurement of financing.

Similar steps are taken when VentureVest contracts with a client in seeking businesses to acquire for growth and/or other reasons.

Step 1. Identify the Client's Objectives

Determine the client's goals and objectives. Determine perceived purpose for an acquisition. Whether it is for growth or to acquire certain technology and/or resources.

Step 2. Identify Possible Acquisition Candidates.

Researching our database and knowledge of certain markets, possible companies that fit the needs of the client are located. Efforts are made to determine the level of interest in being acquired while maintaining the confidentiality of the client.

Step 3. Due Diligence on the Prospective Acquisition Candidate.

If an interest is expressed, the necessary information is obtained on the company and a Confidently Agreement is signed. This information would include all important aspects of the company, including corporate structure and ownership, financial information, marketing and sales information and all other pertinent data.

Step 4. Create the Confidential Business Report

Preparing a Confidential Business Report for the client on the proposed acquisition candidate and the resulting company after the acquisition.

Step 5. Close the Deal

VentureVest, in conjunction with the clients and the acquisition candidate's legal counsel, and accountants, work to structure and close the deal.

Our merger and acquisition advisors and associates are highly trained in the intricacies of the business sale and are seasoned to handle the unexpected challenges of such transactions. Many of these individuals are former entrepreneurs that have built successful businesses, or past members of senior management with a unique understanding of the concerns of the business owner.