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M&A How Industry Leaders Structure Their Deals – Fee Guide 2017

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Each year, multiple Mergers & Acquisition transactions and deals with a combined value of hundreds of millions of dollars are structure and closed on a worldwide basis. These transactions represent multiple industries, which reflect the vast amount of fees that also take place and vary from one industry to the other.

During the year of 2017, Firmex and Divestopedia have released their second annual Mergers & Acquisition Fee Guide that dispels how of advisory firms and other associated professionals across multiple industries structure their M&A fees.

With there being a large lack of transparency within this industry as a whole, it is difficult to fully determine what fees are being charged across various markets spectrums. However, the results indicated below reflect the fee structure that represents 671 professionals within the general investment banking and advisory industry on a global basis –all of who were willing to participate in the study of largely middle market mergers & acquisition fees.

Global Responses

In an effort to obtain a wider geographic perspective on the results gathered from this study, the following reflects responses from professionals that worked in the investment banking, M&A and similar industry from across the globe.

From a global perspective, the US takes the lead with respect to the total participants represented in this study at 42%, followed by the Western Europe / Scandinavia region that represents 32%.

Additional regions represented reflect a decline in terms of their level of participation to include Canada, Latin America, and Asia, all of which represent 6%. Eastern Europe / Russia represent 3% of the total participants, whereas Australia and the Middle East both represent 2%. Africa had the lowest level of participation, which represents 1%.

Responses Based on Market Sector

The lion’s share of the participants were Investment Bankers and/or Mergers & Acquisition Advisors. They account for a total of 471 or 70% of the total respondents that have structure deals during the year of 2017.

Seventy-four or 11% of them represent the Business Development industry, whereas 51 or 7% represent Business Brokers. Lawyers and Attorneys account for a total of 34 of the total respondents surveyed which represents 5% and 33 or another 5% is represented by professionals who work in other industries.

Only 15 Accountants were represented in the 678 respondents, which is a reflection of only 2%, which represent the lowest industry included in this survey.

Transaction Value

The majority of the respondents, (37%) have indicated that the minimum deal size worked on at their farm is $5 million or lower, whereas deals that are $100 million or more is only represented by 4% or 18 of the total 678 respondents. What this indicates is that the larger the deal the fewer respondents. This means that more mid-size deals have taken place in the range of $5 to $10 million, which reflects 24% and 17% of the total respondents respectively. 11% represent deals with a value of $20 million and only 7% represent transactions valued over $50 million.

The transactions represented here are associated with industries that include the generalist market, which represents 23%, the manufacturing, media, and telecommunications, as well as the technology industry all of which represent 14%. These areas were followed by the consumer and retail markets and the healthcare industry, both of which represent percent 8%.

Other industries include energy and power, financial services, other miscellaneous industries and the real estate industry, all of which represent 7%, 6%, 4%, and 2% respectively.

Success Fee In Relation To the Deal Size

After all is said and done, it’s the success fee that rewards professionals who structure and close deals in the M&A industry, most of which are rewarded very handsomely for their efforts. However, the majority of the success fees are impacted greatly based on the size of the deal. As the deal increases in value, the success fee experiences a decrease in relation to the total value of the deal.

Deals with a value of $5 million typically earn success fees between 4% and 6%, and in some cases between 2 to 4%, whereas others are between 6 – 8%.

The higher value deals such as those valued at $10 million have lower fees between 2 and 4%, however, some earn between 4 and 6%.

Transaction deals valued at $20 million typically earn between 2 to 4% which is reflected by the majority of the respondents (46.9%) whereas others 25.3% typically earn between 1 and 2% in success fees.

Obviously, the larger transactions valued at $50 million, typically earn between 1 to 2% or 2 to 4% in succession fees for each deal. And consequently, the larger deals valued at $100 or $150M typically earn between 1 and 2%.

Although these fees vary, there does appear to be a pattern which, suggest that there are industry standards or market rates that appear to be consistent with similar success fees earned within this industry.

Full PDF report:  Firmex.com/resources/ma-fee-guide-2017

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Finance

How to double business profits and pay no federal tax

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Increasing profits and paying nothing in federal tax may sound like a pipe dream. Surely it’s impossible, right? Wrong, a company is already leading the way here and has provided proof that this is possible. Indeed, the richest man in the world pays nothing in federal tax. It’s shocking, it’s perplexing and it’s completely true. We’re of course referring to Amazon and the recent news that the business pays $0.

How on earth does this work and what can you learn from this? Let’s start with the definition of ‘Federal Tax’ as there are many different types of taxes.

Federal Tax

Federal Tax is a tax on income to pay for the resources used by the country. Individuals, business, trusts, and other legal structures aka entities incur the marginal tax rate depending on earnings in a financial year, the rate is applied to every dollar you earn.

Individuals are taxed at source and at a minimum of 10% or as much as 39.6% depending on, which income bracket your total income sits.

Businesses have more flexibility and their rate could be somewhere between 21% and 35%. More on Federal Tax here.  However as we’ve alluded to, there are ways to end up paying $0 tax just like Amazon, so here’s how they’ve managed it in 2019.

The Success Of The Company

Amazon’s record is incredibly impressive, regardless of which way you slice it. Between 2017 and 2018 the profits of the business actually doubled from $5.6 billion to $11.2 billion! The company is also currently valued at a total of $1 trillion. So, you would think that the business pays a fair level of tax right? Well, not exactly.

The Tax Break

According to the Institute on Taxation and Economic policy Amazon reported with $129 million for a federal income tax rebate. This equalled a tax rate of -1%. To compare this, the federal corporate income tax rate is 21%.

As such, it seems that part of the reason why Amazon is profitable is because they claim various tax credits and gain tax breaks for stock options from executives.

How Is This Possible?

In 2017, the Tax Cuts and Jobs Act was put forward to encourage more corporate citizenship and corporate tax was reduced from 35% to 21%. Luckily for Amazon and various other companies, it left a variety of tax loopholes in place that could be used to cut down the level of tax paid. Essentially, companies could avoid paying state income and federal taxes on about half of their profits.

Does Amazon Pay No Taxes?

Despite claims to the contrary, Amazon does pay taxes and is not a ‘no tax’ company. Indeed, through 2017, the company paid $412 million in total taxes. This included charges consumer sales taxes where applicable.

That said, it’s true that through 2017 and 2018 the company was searching for new tax breaks. They were able to claim billions through performance-based incentives by carefully selecting where to set up their headquarters.

As such, it is unlikely that Amazon will pay any federal tax this year. At the very least, they will see a massive level of savings. While people ask why Amazon would need to go to such lengths to save money regardless of how successful your business is, higher profits are always worth striving for.

There’s a lesson to be learned here too because Amazon and other companies avoid taxes in a way that is completely legally and fits regulations. They are not breaking the law, they won’t sink their business and they will grow their profits. As such, if you are running a business, you too should be pursuing tax breaks each year and cut down what you owe as much as possible. After all, if Amazon is taking these steps why shouldn’t you?

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Finance

Why Entrepreneurs Often Fail

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Entrepreneur is an interesting word. It conjures up thoughts of bravery and superior business wisdom. It’s a person who sees in something what most of us fail to see.

Take that idea, develop it and in turn found a business on it. When it works, it’s pure genius, and we’re in awe of their aptitude. However most businesses fail so most Entrepreneurs are less skilled than we give them credit for.

Bravery in launching a new business is really just a higher level of risk taking and with good debt it’s more acceptable. Good debt is a loan that used to create a revenue, i.e. it’s an investment used to generate and grow an income. Here’s a more extensive definition of good debt.

So the Entrepreneur or business will increase its borrowings via a line of credit, or even a home loan to invest in its products or people with the objective of earning more revenue.

The risky part of borrowing is the end goal is speculative i.e. its usually a well thought out plan but it’s not actually happened and numbers have to work out, i.e. the increase in revenue due to the loan, far exceeds the costs of the loan and other additional expenses, like more staff or systems.

Entrepreneurs have an appetite for risk and as mentioned it sometimes works out but mostly it doesn’t so it’s important to understand the pros and cons of business loans.

Once the good debt options run out, then the only way to go is bad debt loans and this is when it can all spiral downwards for businesses. Bad debt loans are essentially non income producing so they’re a liability. The loans can not be leveraged to make money. They can be written off against taxes and there is also bad debt recovery which is another subject altogether.

Startups fail for many of the same reasons including:

  • Lack of working capital – affecting operations
  • Liquidity issues with cash flow – struggling to pay staff, suppliers
  • Business growing too quickly – not enough resources to deliver on orders
  • Ego – too big to fail

Often it’s not just one thing either but a combo of challenges that just become too much to handle alone. The smart operators don’t go it alone though they have mentors.

Entrepreneurs Need Mentors Too

Behind every good Entrepreneur is a mentor. Yes this is not the adage you were expecting but it works.

Mentors keep us in check. They’re our sounding boards, listening to our rants and raves. Offering an objective viewpoint and advice on the direction we should take.

Of course no one person can be trusted to do the lot so more than one mentor is recommended. The experience and trusted authority from mentorship is recognised in just about all great leaders. Think of the big names in business today and they’ll say they have amazing mentors.

Facebook’s Mark Zuckerberg had Steve Jobs, and Bill Gate had Warren Buffett.

Maybe this is where some Entrepreneurs go wrong? They either don’t have mentors or they don’t use them enough.

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Finance

Neo or Ethereum – where is your investment safer

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The advent of cryptocurrencies and its stellar rise, despite relative infancy and new technology, have arguably impacted the marketing world significantly. Booming in the previous year, 2017 saw a rush of millions of money poured into the cryptocurrency market. And considering its continuously growing network, there is no sign that 2018 will be any different.

Over the last few years, cryptocurrencies and other blockchain projects were able to gain very impressive returns that helped investors to be ridiculously successful. However, inevitably, many had experienced its dramatic declines as well. But despite the risk, more and more people are looking for the next big thing in the market which has the highest potential to multiply ones’ investment. And while there are hundreds of cryptocurrencies, that although represent opportunities to achieve sustainable growth, are also highly risky; and from which it is quite hard to predict which one gives the best result, this article will focus on the two of the most popular alternate coins (altcoins) of today – Ethereum and NEO.

Ethereum and NEO are both high-profile altcoins with massive community support and which many investors swear by one or the other. However, as “the competition for the coin is expected to become tougher in 2018 as new players enter the domain”, the question of whether which of the two will be left holding the scepter becomes less important – but rather, where will investments be safer.

To attempt to answer this question, let’s take a closer look at the two altcoins.

Ethereum versus NEO: Philosophical Differences

Ethereum, according to its website, is “a decentralized platform that runs smart contracts: applications that run exactly as programmed without any possibility of downtime, censorship, fraud or third-party interference.”

NEO, on the other hand, is defined as a “non-profit community-based blockchain project that utilizes blockchain technology and digital identity to digitize assets, to automate the management of digital assets using smart contracts, and to realize a ‘smart economy’ with a distributed network.”

These respective definitions might sound remarkably similar – because, in many ways, they are. That is, both of them “run on a custom built block-chain that can move value around and represent the ownership of the property.”

Moreover, at first glance, these respective definitions might also imply that the two altcoins share the same objectives as both are aiming to dominate the cryptocurrency market by playing the similar roles of being the blockchain platforms for the new internet (or platforms that offer decentralized functionalities) such as Decentralized Applications (DApps), Initial Coin Offerings (ICO), and smart contracts. However, they aren’t, as there are subtle differences:

Ethereum’s goal is to develop its platform in response to new demands – that is, consolidating its role as the go-to platform for ICO’s. Whilst, NEO’s goal is mostly focused on developing its platform for future demands by realizing a so-called “smart economy” that will feature digitized physical assets which can be sold, traded, and leveraged through smart contracts.

Ethereum versus NEO: Backing and Partnership Differences

Because Ethereum is a certified government-agnostic, it is supported by some of the biggest global corporate names such as Enterprise Ethereum Alliance – making it enjoy popularity tointernational audience and thus, much larger support from the tech community.

All the same with NEO – the Chinese government might have gone far as to ban the ICO’s, but NEO remains to be China-based and Chinese-focused. Despite the country being seemingly unfriendly to the industry, NEO manages to receive backing from national banks and states – which allows it to capitalize on the huge Chinese market. Furthermore, it is also supported by Alibaba and Microsoft.

Ethereum versus NEO: Target Market Differences

There can be no doubt that Ethereum and NEO have the huge potential to become the next Bitcoin. Due to the impressive capabilities of their pluses to outweigh the minuses, both of which are continuously gaining popularity especially in comparison to other cryptocurrencies in the market.

Ethereum, which although has already been adopted by blockchain startups worldwide, is proportionally concentrated in the Western countries. Meanwhile, NEO is largely capitalizing in China.

Looking closely, Ethereum seems to benefit from a certain fallacy of thought that “West is the best” – which is quite true in terms of Western products catering to Western markets. But many fail to understand that Chinese investors are less likely to adopt Western technologies as they (like many East Asians) are far readier to support home-grown technology taking pride in and loyalty to national products.

NEO, however, might be having the advantage of a technologically-driven population that is nearly 1.4 billion people strong; not to mention that Chinese investors make up a very large percentage of the world’s cryptocurrency investors. But one should not fail to consider that the involvement of the Chinese government, which might have made NEO a state-mandated currency, plays a significant role in building a loyal following from Chinese investors.

Ethereum versus NEO: Where is your investment safer?

With the capabilities (i.e., both projects are open source and has massive community support) and differences (i.e., serving different markets and the opposite directions their visions are taking) that these altcoins have, should there really be a question of which among Ethereum and NEO is better, or should you invest in both?

While NEO appears and is turning out to be more investment-worthy – focusing on creating a “smart economy”, it should not be forgotten that Ethereum still holds the position of being the second most popular cryptocurrency in the world with a total market cap of $105 billion as compared to NEO’s $9 billion (as of January 25, 2018).

Thus, given that we are dealing with two very robust technologies, it might be better to conclude that there is certainly space aplenty for both altcoins to coexist.

And as to where your investment will be safer, perhaps the most suitable answer is in the altcoin where you can best tolerate the risk and that you understand well. There are more and more investors getting on board who often have a very limited understanding of the technicalities of the cryptocurrency they support, ending up investing based on brand loyalty and hearsays and even merely along the lines “Ethereum of China” NEO vs Ethereum.

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