Odyssey was introduced to the MD and founder of this Sydney based property services company

The MD had decided that he wanted to retire from the business and engaged Odyssey to assist the company in facilitating his and another director shareholder’s exit by finding an appropriate trade or investment partner for the company. The founder and other retiring director collectively owned 40% of the Company, with the remaining management team owning the balance

Odyssey role

The first stage of the role for Odyssey was to work through with the retiring MD, and the other director shareholders, the key elements of any deal. The output of this work provided some parameters for a transaction covering both the minimum level of sale proceeds required by the retiring directors as well as an acceptable basis for the remaining directors with any new shareholder/investor i.e.

• Restructured shareholdings
• Board structure, and control over decision making
• Dividend plans
• Exit arrangements – basic rights, forced exits, tag-along clauses, dispute arrangements etc

As part of the initial phase, a target list of possible partners was created from Odyssey’s knowledge of both active trade buyers within the property services sector and private equity groups, as well as from the management team’s deep sector knowledge. Odyssey then ran a confidential marketing process that led to identifying and holding discussions with a number of interested parties, before a preferred partner was selected, heads of agreement reached and progressed to formal contracts and completion

Odyssey value-add

Odyssey’s role was complicated as there were a number of different ways that an exit could be achieved for the founder. He had been very inclusive of the remaining director shareholders and encouraged them to share their views on a preferred outcome, but as a consequence reaching a deal structure that satisfied all parties was complicated

As well as identifying the preferred party and managing the deal from start to finish, Odyssey’s value-add on this transaction was in using its experience to advise all the shareholders on what to expect through the process, what the expectations of any third-party looking at investing in the company would be, and leading from that, managing the various relationships and conflicting interests amongst the director shareholder group to arrive at a structure going forward that satisfied everyone

The above issues made for a drawn-out process and the deal which involved a large international property services group acquiring a majority stake in the company, with the remaining director shareholders retaining the balance, took more than twelve months to complete