MORR Capital  ·  Sell-side M&A

Most of the price is set before a buyer sees the book.

A sale is a process, not a listing. We prepare the business, design the buyer universe, run the process, and stay through the obligations that outlive the wire — for founders and families selling once, and for sponsors selling on a schedule.

Capabilities

What the mandate covers.

The mandate is scoped to the outcome you want, not to a template. Four of these five paths begin the same way, with preparation, and diverge where the buyer universe is set.

Strategic sale
A full process to strategic and financial buyers, structured to keep more than one credible bidder live through final bids. Used where the business is clean, contracted, and can carry broad exposure.
Targeted process
A curated approach to a named list, every counterparty cleared with you before contact. Used where confidentiality, customer concentration, or a complicated story makes broad exposure the wrong risk.
Management buyout
Sales to the existing management team, including rollover and management-led recapitalizations. The conflict is flagged at the outset and process control stays independent of the bidding group.
Carve-outs
Separation of a division, product line, or asset from the parent, including the standalone financials, transitional services, and shared-cost allocations a buyer will test.
Strategic alternatives review
The work that precedes a decision to sell: a sale compared against a recapitalization, a minority sale, a debt solution, or holding. Sometimes the answer is that this is not the year.
Doctrine

Four things that govern the work.

Not house preference. These are the conclusions the evidence supports, and they decide what happens in the weeks that actually move the number.

Preparation determines price

Most of the value in a sale is created in the quarters before the process, not during it. A risk you surface and evidence is a discount avoided; the same risk found by the buyer’s quality-of-earnings review is a retrade.

Competitive tension is the engine

The one thing that moves a buyer is another buyer, and the second bidder sets the price. A process that narrows to a single party has given up its leverage, and that party usually understands it before the seller does.

Momentum is not speed

Time kills deals. Findings accumulate and conviction decays the longer a process runs. The answer is a published calendar with dates that hold, not a compressed one — and saying plainly when to wait.

The number is after tax

A headline enterprise value is not a result. Structure, escrow, rollover, the working-capital peg, and tax treatment decide what you keep, and they are negotiated together or not at all.

Process

How the mandate runs.

Every engagement runs the same nine phases. Below is how they compress for this mandate.

01

Preparation

The quarters before the market sees anything, spent fixing what a buyer would otherwise discount.

Deliverables
  • Quality-of-earnings readiness and an evidenced add-back file
  • Customer concentration and contract quality addressed
  • Owner dependence engineered out of the operation
  • An equity story with proof behind each claim
02

Marketing

The buyer universe built, cleared, and approached in a sequence you control.

Deliverables
  • Tiered buyer list, every name cleared before contact
  • Teaser, CIM, and the model buyers will rebuild themselves
  • Outreach sequence and confidentiality protocol
  • Indications normalized so they can be compared
03

Selection

Management meetings, final bids, and who gets exclusivity.

Deliverables
  • Management presentation rehearsed against what buyers test
  • Final bids compared on structure, not headline price
  • Exclusivity granted late and narrowly
  • Confirmatory diligence scoped before the room opens
04

Close

Documentation, signing, and the obligations that survive it.

Deliverables
  • Purchase agreement negotiated alongside counsel
  • Working-capital peg and true-up mechanics
  • Escrow, earnout, and rollover terms
  • Post-close obligations mapped and owned
Engagement references available upon request.
Important information

MORR Capital is a division of MORR Group. Nothing on this page is an offer to sell or a solicitation of an offer to buy any security, nor is it investment, legal, tax, or accounting advice. No communication through this page creates an advisory or fiduciary relationship.

MORR Group is not a registered broker-dealer, investment adviser, or municipal advisor, and is not a member of FINRA or SIPC. Engagements are accepted only where permitted by applicable law, including under the exemption for M&A brokers at Section 15(b)(13) of the Securities Exchange Act of 1934 and applicable state law. Where a mandate would require registration we do not accept it, or we engage a registered broker-dealer to conduct the regulated activity.

Any direct investments described are made with MORR’s own capital and are not offered to outside investors. Past performance of any business, transaction, or investment is not indicative of future results.

Descriptions of process, phases, and workstreams are general information about how engagements are typically run. They are not tailored to any recipient’s circumstances and should not be relied upon as the basis for any decision. No representation is made that any transaction, financing, or mandate will be completed, completed on any particular timeline, or completed on any particular terms. Any statements about future events or expected outcomes are forward-looking and subject to risks and uncertainties outside our control.

Content on this page is provided as of the date published, may not be current, and is subject to change without notice. Third-party names, marks, and logos are the property of their respective owners, and their appearance does not imply any endorsement, partnership, or affiliation. Nothing here creates any obligation on MORR Group to provide services.