What is RMC’s remuneration model?

Basically a fix monthly consulting fee for a period of 6 months plus a success fee in the event of a successful company sale.

What are the benefits of engaging RMC?

RMC guarantees efficient process control and cost-conscious transaction management in Germany and abroad, allowing you to benefit from over 60 years of relevant transaction experience.

How long does a transaction usually take?

There is no general answer to this question. Many factors play a role, such as the complexity and degree of internationalization of your company, the industry and the associated potential buyer interest, regulatory aspects (e.g. foreign trade law restrictions for foreign buyers, restrictions on dual-use products or armaments-related goods, antitrust issues). If we know your company, we can give you an assessment. As a rule, you will need to be prepared for a period of at least between 6 and 12 months.

Is it even necessary to integrate an additional investment bank alongside RMC?

As a rule, the work of the investment bank is value-enhancing. The investment bank prepares a comprehensive information memorandum about your company and searches for potential buyers worldwide according to your specifications. This approach gives you market transparency and helps you to find the best buyer at the right price.

Why does it make sense to integrate RMC alongside an investment bank?

The tasks are complementary. RMC, i.e. Rüdiger Knopf and Michael Roos personally, manage the entire process, keep your back free, are in very close consultation with you, monitor the cost efficiency of the advisors and ensure that the other parties involved act in accordance with your wishes. Even the selection of the right investment bank for your case is an issue in which you can make costly economic and substantive mistakes if you do not have the necessary experience.

Does the sale of the company involve high liability risks for me?

In the company purchase agreement, the entrepreneur is required to provide extensive guarantees about the company. RMC will discuss these carefully with you and your lawyers. If the due diligence process and the negotiation of the company purchase agreement are carried out carefully and professionally, liability risks from the guarantee catalog can be managed very well. We will support your legal and tax advisors with our many years of expertise so that the highest standards are met and liability risks are minimized. It is also possible to minimize liability by using a so-called W & I insurance (Warranty and Indemnity Insurance). In many cases, we have achieved that the costs for this W & I insurance were borne by the buyer in structured and professionally prepared sales processes.

Does RMC also provide legal and tax advice?

No, that is not RMC’s job. We work closely with your advisors if you wish and support them. We also help you to find suitable advisors for the transaction at a reasonable cost. Generally speaking, transaction law is a specialized field with a high degree of economic, legal and tax complexity and very specific practices. This work should be undertaken by competent specialists and their teams. We will help you to select them and negotiate the mandate agreements for you. Non-transaction-experienced advisors without the necessary specialist knowledge and language skills can put an extreme strain on a transaction or even cause it to fail. In larger transactions or transactions with an international component, the contract language is very often English.

What is a due diligence review?

Due diligence is the thorough analysis of your company by prospective buyers. The following aspects are usually analyzed: Financial circumstances and planning (financial due diligence), law (legal due diligence), taxes (tax due diligence), market environment and competitive positioning (commercial due diligence) and, depending on the company, special areas are added, such as patent due diligence or environmental due diligence. The due diligence reports serve on the one hand to secure the purchase decision, but also serve as a basis for decision-making for the financing banks.

What is a vendor due diligence review?

Vendor due diligence is a due diligence review that is initiated by the seller before the sales process and whose costs are borne by the seller. This can make sense in individual cases, especially for larger companies with several subsidiaries in Germany and abroad, for several reasons.

On the one hand, this allows weak points or documentation weaknesses in the company to be uncovered before the sales process in the sense of an inventory and can be “repaired” before the actual transaction process. Unpleasant surprises in the sales process are thus avoided and the company presents itself as very structured.

Furthermore, the preparation of vendor due diligence reports in a competitive and structured sales process with several bidders can make it much easier for bidders to get started and thus increase the attractiveness of your company and also significantly relieve you and the sales team in the sales process, because the bidders do not start from scratch with their buyer advisors and all approach you and the sales team with the same or similar questions, but have a solid basis of information already available. This speeds up the sales process and makes it more efficient, allowing you to focus on the right bidder more quickly.

These advantages must be weighed against the costs. RMC will help you to weigh up these factors and, should you decide on a vendor due diligence, we will support you in the selection of suitable due diligence service providers and negotiate the mandate agreements (price differences can be significant).

Is confidentiality guaranteed during the transaction process?

RMC is very aware of the sensitivity of the subject. RMC ensures that strict confidentiality agreements are concluded with all parties involved. The due diligence process will be organized via electronic data rooms so that the prospective buyers and their advisors do not have to enter your company. The physical access of prospective buyers and their advisors will be extremely limited. If handled professionally, this will ensure that confidentiality within the company is maintained on a regular basis.