Our Process

Establish contact with business owner(s) through a targeted outreach process, with initial introduction facilitated through a broker or other financial intermediary. 

Once we have determined that the business aligns with our investment criteria, a non-binding Indication of Interest (IOI) will be extended to the business owner(s). At this point, and at the business owner’s request, we will execute a Non-Disclosure Agreement (NDA) in exchange for the following information:  

• Minimum 3-year history of financial results (Income Statements, Balance Sheets, Statement of Cash Flows, and copies of related Tax Returns) 
• Financial Close and Reporting Process & other key Process Flow Narratives (documents and/or flow-charts describing the workflow for key business processes) 
• Revenue Analysis (breakdown of revenue by category, project, customer, location/region for each year presented; to include what percentage is recurring) 
• Customer Analysis (listing of top customers for each year presented) 
• Listing and key employees (to include tenure and description of their role) 
• Owner’s Income 
• Other information that is particularly relevant to management’s decision-making process (for example history of: mergers and acquisitions, business expansions by location, significant capital expenditure projects, significant write-offs, etc.)  

After reviewing the above information and any additional follow-up as needed, we will either confirm our continued interest by issuing a Term Sheet highlighting our total consideration price for the business, or politely revoke our interest by formal letter. In case of continued interest, we will typically arrange for a more in-depth on-site visit.

A successful site visit will allow us to learn more about you, your business and company culture while also allowing you to learn more about us. The Term Sheet from Step 2 may be revised based on new findings and as additional discussions regarding company valuation and transaction structure are likely to occur. Eventually, the process will lead to a formal Letter of Intent.  A Letter of Intent (LOI), is a formal written document indicating the terms a buyer is offering a seller in a proposed transaction. The LOI states a serious intent by both parties to carry out the proposed transaction. BridgeWise Capital is very selective in issuing LOIs as they indicate we will be dedicating significant resources to acquire the business under the outlined terms.

LOIs will typically include the following terms (subject to change based on negotiations and further findings from the later due diligence process):

• Nature of investment structure (asset or stock purchase agreement)
• Total consideration BridgeWise Capital is offering
  • Amount to be paid up-front and amount to be paid over the succession of the proposed and agreed upon ‘earn-out’
  • Additional potential ‘seller-financing’ required
  • Working capital adjustments required, if any
• Information on non-compete agreements
• Transitionary period required for seller to on-board BridgeWise Capital Principal as day-to-day operator of the entity

The due diligence process requires a rigorous (30-45) day review of the business and includes a detailed analysis of accounting history and practices, operating practices, customer and supplier references, management references, and market reviews. The due diligence process will be managed by a BridgeWise Capital Principal with the assistance of third-party advisors such as M&A Advisors, CPAs, or Brokers.  

The final step in the acquisition process requires finalization and execution of the legal documents (Purchase Agreement). Upon completion of the legal process, the funds will be wired to the seller, finalizing the investment process – subject to the agreed upon terms.