Preparation for Market
Positioning Your Business for Market
Merchantec Capital’s M&A team of experts provide an independent and conflict-free service to clients. We intimately understand the mechanics of selling any portion of the shares of Guardian Air being in the local or global markets.
Our 3 Part Process
Merchantec Capital streamlines the sell-side process, from understanding business value to creating investor-ready materials and engaging qualified buyers. Our structured approach ensures efficient communication, clear timelines, and a smooth, disruption-free path to market readiness.
Marketing
Marketing the Opportunity
Merchantec Capital drives a competitive and transparent investor engagement process; managing NDAs, materials, and communications to generate quality interest. Through active negotiation and structured reporting, we create urgency, attract stronger offers, and maximise value for our clients.
Deal Closure
Seamless Execution to Completion
Merchantec Capital manages the final phase of the transaction; overseeing due diligence, legal processes, and compliance. We coordinate all parties to ensure timelines, deliverables, and terms are met, driving a smooth and timely conclusion to the deal.
Obtain an intimate understanding of Guardian Air through information gathering.
Coordinate the preparation of marketing materials.
Independently develop and build a book of investors / broaden the investor base.
Manage negotiations with potential investors.
Market-sounding with selected and preferred potential investors.
Provide views on pricing and other terms.
Ensure timely closure.
Arrange roadshow and coordinate one-on-one meetings with potential investors.
Preparation for Market
Part 1
Preparation for Market
1
Information Gathering
Engage stakeholders to build a complete, factual view of the business.
2
Pricing Analysis
Assess intrinsic value, growth, cash flows, and viable deal structures.
3
Investment Memorandum (IM)
Package the opportunity in a best-practice, investor-ready document.
4
Investment Teaser
One-page, non-confidential overview to spark qualified interest under NDA.
5
Investor Register
Identify, screen, and pre-approve potential investors; track all interactions.
6
Process Letter
Set timelines, submission requirements, and diligence windows to run a controlled process.
Part 2
Pricing Analysis Process
1
Industry Research
Map the sector, comps, and precedent M&A (local + international). Identify valuation drivers and benchmarks.
2
Methodology Setup
(DCF as Base)
Build forward projections (revenue, EBITDA, WC, CAPEX). Apply DCF; note supporting methods (e.g. transaction multiples).
3
Adjustments & Sensitivities
Reflect current macro/operational conditions. Run scenarios and key sensitivities (growth, margins, discount rates).
4
Reasonability Test
(Cross-Checks)
Compare DCF outputs to market/multiple ranges. Tighten to a fair valuation band.
5
Summary Report
Concise valuation memo with assumptions, range, and rationale. Clear next steps for process and pricing guidance.
Part 3
Investor Register & Buyer Network
Local Private Equity Buyers
Local Strategic Equity Partners
International Strategic Equity Partners
Local Financial Buyers
International Private Equity Buyers
International Financial Buyers
Marketing
Engage SEP(s)
Merchantec Capital will exclusively engage with each approved potential investor and enter into a non-disclosure agreement (NDA) with each interested party. Once a non-disclosure has been obtained, each party receives a copy of the information memorandum and process letter.
Track Progress
Progress with each potential investor is tracked and maintained in the investor register. Progress information is reported to Guardian Air at stipulated time intervals.
Negotiation Advisory
Once various indicative NBO/TS have been received, Guardian Air will have the opportunity to select the preferred party/ies. Merchantec Capital actively participates in the negotiation of the potential sale and aims to achieve a conclusion that is mutually beneficial for each party involved.
Engage SEP(s)
The indicative NBO/TS forms the basis of the information that will be contained in the formal legal agreements. Once an indicative NBO/TS has been agreed on, Merchantec Capital is able to manage the due diligence process.
Merchantec Capital’s proven marketing process is designed to achieve two objectives:
1
Create urgency
This removes those parties that are either considered “tyre-kickers” or those who lack the resources required to fund the opportunity.
2
Create competition
A competitive process enforces urgency and provides a means for different options for offers — varying in terms of rates, structure, security and terms.
Deal Closure
1
Indicative Term-Sheet
Once an indicative term-sheet has been agreed on and exclusivity is granted, Merchantec Capital can manage the due diligence process thereon.
2
Due Diligence
Merchantec Capital guides the due diligence process by advising throughout the investigation, audit, and review performed. This requires independent perspective to the evaluation of financial and commercial records before entering into a transaction.
3
Legal Process
Provide regulatory advisory services in respect of the Companies Act, Takeover Regulations and JSE Listings Requirements. We ensure that all regulatory elements of the Transaction are adhered to and aligned to the terms agreed in the indicative term sheet.
Deal Closures
Merchantec Capital will project manage the legal process and ensure that the various timelines are adhered to and that the commercial terms in the legal agreement are in line with what has been agreed.
