Joseph Associates - Business Broker Podcasting

Jeff Mengel, CPA is a Partner with Plante Moran. The topic is acquisition financial due diligence. This presentation was part of the 2008 JAI How to Buy a Seminar Series hosted at The University of Chicago.

Mary Los is consistently ranked as one of the top Chicago acquisition bankers for businesses under $3MM is purchase price. This is a presentation she had given as part of the Joseph Associates International How to Buy a Business Seminar hosted by the University of Chicago Booth School of Business' Entrepreneurial Roundtable. The video here is highly compressed and is intended for viewing on mobile devices. The entire program is available in high resolution upon request. Please contact Ken McCaul at Joseph Associates at 312-212-8046 or ken@brokerchicago.com for access.

Bill Wiersema is a Miller Cooper Principal, the Director of Costs and Operations Consulting, the Chairman of the Manufacturing and Distribution Industry Group, and a member of the firms audit department. In addition to audit services, Mr. Wiersema assists individuals and business entities with acquisitions, sales, and mergers of privately owned companies. (www.millercooper.com) Relevant Experience Mr. Wiersema has designed cost systems for more than 100 companies throughout the U.S. in dozens of industries including manufacturing, distribution, services, and printing. He has also prepared Fee Studies for local governments. Mr. Wiersema's M&A work includes conducting due diligence procedures, presenting findings to bankers and investors, producing financial projections for business operations, and preparing financing proposals and business plans for banks and investors. Mr. Wiersema's newest book is The Miller Manufacturing, Distribution and Retail Guide, which was published by CCH. In addition, he is the author of Activity Based Management: Today's Powerful New Tool for Controlling Costs and Creating Profits, an industry handbook published by the American Management Association, and Steps to a Successful Service Shop: Essentials of Financial Management. Mr. Wiersema has also conducted dozens of seminars and workshops on cost and management issues, including appearances before the Manufacturing Section of CPA Associates International. Education and Professional Activities Mr. Wiersema has been a contributing editor to Electrical Apparatus since 1994. His articles have also appeared in such recognized industry publications as Journal of Cost Management, Journal of Accountancy, Corporate Controller, and APICS: The Performance Advantage and Insight. He has also been featured in Emerging Practices in Cost Management, a compilation of the most recognized articles in the cost management field, published by Warren, Gorham & Lamont. Most recently, Mr. Wiersema has been elected to the Board of Directors of Midwest Business Brokers & Intermediaries. He is a Phi Beta Kappa graduate in Economics from Northwestern University and before joining Miller Cooper, was a Graduate Fellow in Accounting at the University of Illinois. Mr. Wiersema is a member of the AICPA, the ICPAS, and the American Management Association. He is also certified by the American Production & Inventory Control Society.

Ron Wajer of Business Engineering in Northbrook, Illinois discusses applying industrial engineering to M & A decision making in target selection, due diligence and post-merger integration. Industrial engineers are able to optimize business processes for efficiency, cost and productivity and quantify the potential savings. Ron reviews prior engagements in such areas as inventory reduction and nationalizing distribution networks. Ron Wajer can be reached at (847) 824-0809 or visit the companys website at www.busnengg.com.

Mars Equities, Inc. is a private equity firm that invests their own capital. This enables them to employ a buy & hold strategy not possible with a finite fund life. Tyler Mayoras, a Mars Principal, explains their other points of differentiation including an appetite for distressed or under-performing businesses. The funds current platform investments are: Kitchen Distributors of America, Warner Candy and Brucker Company, a distributor of commercial HVAC equipment.

Bill Price in an attorney with the law firm of Chester Price & Smith and a professor of high technology and entrepreneurship at the Illinois Institute of Technology. Bill covers a number of different topics relating to the due diligence process and some of the specific items buyers need to be aware of when buying a business. His business law and high technology entrepreneurship classes have taught graduate students in Computer Science, Information Technology, Business, and Law how to Source and negotiate venture and other finance for high technology and biotech deals. Mr. Price has also been the faculty advisor for several award-winning student inter-professional research project teams which did work for the International Engineering Consortium, General Motors, and Motorola on topics including wireless and mobile commerce; voice markup languages; consumer extranets; project communications intranets; data access through wireless devices, and e-business design. He teaches courses in e-commerce and in general business law, including organizational design. Private law clients have included organizations ranging from individual retail store owners to Fortune 50 companies, for business organization, successful legal briefs before the U.S. Supreme Court and other venues, and other negotiations. His defense work has appeared in The National Interest, in El Conquistador, and in various military history venues. He is a member of the board of the Midwest Entrepreneurs Forum, and a member of the Chicago Biotech Network.

Intellectual Property can play an important role in the purchase or divestiture of a business. Proper protection of key ideas or processes can reduce the competitive risk for a new buyer or provide a reliable income stream through licensing. Both of these features are examples of how paying close attention to the IP side of a business can dramatically effect valuation. Joe McCaul, President and founder of Joseph Associates International, discusses the key aspects of IP as it relates to M & A with Steve Evans, an attorney with the firm of McGuire Woods. Mr. Evans is a commercial litigation attorney licensed to practice before the U.S. Patent and Trademark Office. He focuses his practice on the strategic development, enforcement, and defense of patents, copyrights, trademarks, and trade secrets. With approximately 750 lawyers and 15 strategically located offices worldwide, McGuire Woods uses client focused teams to serve public, private, government and nonprofit clients from many industries including automotive, energy resources, health care, technology and transportation. We serve clients using the resources and experiences of attorneys working from eight legal departments and more than 80 areas of practice, thus meeting clients needs from virtually any area of law.

Coface (www.coface-usa.com) is a world leader in trade-credit information and protection, serving 85,000 clients in 93 countries. In North America, Coface provides: accounts receivable insurance, factoring, commercial collection services and a broad range of risk management tools to facilitate international trade. This Podcasts focuses on how their involvement can facilitate a business acquisition and keep the new owner focused on growth. Mark Larocca of Coface North America, Inc. can be reached at (312) 382-7080 or mark_larocca@coface-usa.com

Administaff, Inc. (NYSE: ASF) is the nation's leading Professional Employer Organization, serving as a full-service human resources department for thousands of small and medium-sized businesses throughout the United States. Administaff is included on Fortune's list of America's Most Admired Companies and the InformationWeek 500 list of leading information technology innovators. Joe McCaul, Owner and founder of Joseph Associates International, Inc., meets with Rick Fazio and Matt Dalton and discusses the role Administaff can play during the business transfer process. Sellers can create value by allowing Administaff to systematize and improve the company's human resources thereby facilitating a smoother transition to the new owner. Business buyers can also benefit by working with Administaff to conduct proper HR due diligence and develop and employment strategy that improves the operation on day one. For more information, please call Matt Dalton at (312) 427-5034 or Ken McCaul at (312) 212-8046

Joe McCaul, President and Founder of Joseph Associates International, Inc. discusses his findings after reading two books by Peter Senge, The Fifth Discipline and The Fifth Discipline Field Book. Joe reads excerpts from the books that emphasize the importance of maintaining strong, healthy relationships between family members of a privately held family business. Privately held family businesses are exposed to certain complexities that other companies normally would not have to deal with. The company cannot improve unless the relationships among family members are also improving. Joe also discusses Entrepreneurial Personality and the importance of making sure that prospective business owners have certain qualities and characteristics which will enhance their chances of being successful business owners.

Started in 1908 in St. Louis, Missouri, CIT Small Business Lending Corporation is a Fortune 500 company with $65 billion in owned and managed assets. Katie LeMasurier and Bill Johnson of CIT discuss their firm's process by which they provide SBA loans and more specifically the 7A program that their firm utilizes. Currently the largest SBA lender, CIT is an SBA loan source specializing in understanding your business and providing customized solutions to meet your financing needs. CIT provides SBA loans and financing packages from $75,000 up to $5 million to a wide variety of small businesses, including, Assisted living facilities, Auto lube businesses, Chiropractors, Construction loans, Day care centers, Franchises, Funeral homes, Hotels/motels, Nursing homes, Physicians, Restaurants, Veterinarians, Women-owned businesses, and more. CIT Small Business Lending Corporation is committed to fueling the growth of the nation's small businesses. They offer Small Business Administration (SBA) loans for: Business Succession Financing, Commercial Real Estate Financing, Franchise Financing, and Construction Loans.

Ian Ross, Senior Associate with The Edgewater Funds, discusses the firms focus on backing entrepreneurs, and their interest in full control buyouts. Mr. Ross also explains in further detail the firms unique interest in doing minority recaps, and the elements included in this process. Formed in the early 80s, The Edgewater Funds is a premier private equity firm based in Chicago, Illinois. Through 15 years of experience and $1 billion in capital under management, Edgewater has distinguished itself through successful partnerships with quality middle market companies. The Edgewater Funds focuses on funding profitable middle market companies where they can add substantial value through their capital, experience and broad network. Often the profitable growth companies in which they invest are not actively seeking capital and it is their demonstrated ability to help accelerate growth to high value exits that attracts these companies to a partnership with Edgewater. They are able to structure both growth equity (minority) and buyout investments to accommodate the needs of each investment situation.

The ability to sell is routinely identified as the most important skill set for an entrepreneur. A prospective business buyer with a strong sales background may need outside help to secure financing and achieve success with his new company. Bob Lambert is a co-founder of Samurai Business Group which provides services in the sales-related areas of prospecting, lead generation, pipeline management and training. The Samurai Business Group services are designed to transform their clients sales forces into top performing teams. Of particular interest in the M & A arena is their ability to perform sales force audits during due diligence and position a virtual sales team post-acquisition on an interim basis.

Bill Kaczynski is co founder of Bridge Street Capital, a private equity group with 41 million dollars of committed capital. The firm has offices in Hinsdale, IL and Grand Rapids, MI. Bridge Street Capital focuses on acquiring companies with revenues in the $5 million to $50 million range. In this Podcast, Joe and Bill discuss the M & A middle market from a private equity group's perspective. Bill explains how his firm is positioned with existing platform companies and what type of acquisitions might be attractive as either new platform companies or add-ons. Joe and Bill also discuss Bridge Street's interests in funding recapitalizations and in providing growth capital.

Steve Mann of Principal Financial Group and discusses methods by which owners of businesses are able to use nonqualified deferred compensation plans to very efficiently transfer their business to family members and insiders minimizing tax consequences. The Principal is a leading national provider of nonqualified executive benefit programs. The Principal has worked with thousands of companies and their professional advisors to help design, finance, implement and provide ongoing support for nonqualified plans. Drawing from more than fifteen years of extensive financing and technical expertise and state-of-the-art technology, The Principal provides turnkey services including plan documentation, tailored employee communications and enrollment materials, as well as Internet-based, plan-level administrative services. Also featured is Chris Kelly of Morgan Stanley. Mr. Kelly is a Certified Financial Planner helping business owners organize and manage their financial affairs focusing in areas such as asset allocation and estate and retirement planning. To learn more or to get in touch with either of the speakers, contact Joseph Associates International, Inc at 888-465-0600.