Compass Exit Opinion: Know your Company's Marketplace Value and How Much you will Net in a Lower Middle-market M&A Transaction.

True North Mergers & Acquisitions Compass Exit Opinion™ ("CEO") intends to answer essential questions with financial insights, research, and data as you consider options and the timing of a possible ownership transition. As a successful entrepreneur, you have invested countless hours in building your Company. TNMA respects your life's work and views selling your Company as a life-changing project requiring a professional M&A deal team to run the process. When ready, the TNMA team helps you maximize the Company's marketplace value, protect your legacy, and enable a smooth transition as you and the Company strategically move to the next phase of ownership with the achievement of your financial and life goals.

Our Compass Exit Opinion meticulously examines the Company's recent financial history and position in the competitive industry. It illuminates your path forward by providing data and professional guidance to achieve your desired outcome. Our analysis reveals the same data points sophisticated buyers consider in their acquisition thesis. The CEO summarizes a market-based opinion of the Company's current value, offers recommendations to improve the Company's attractiveness, and shares research on your industry-specific trends and related M&A activity. It illustrates probable deal structure options to help minimize your tax consequences that net you the most amount of cash, separates what assets and liabilities will be included and excluded, and scenarios that enable creative financing possibilities to open the pool of potential acquirers, which increases the amount they will pay to own your Company in our competitive QuietAuction™ bid process.

"Knowledge is power only if a man knows what facts not to bother with" – Robert Staughton Lynd

• Maximizing Value: One of the primary objectives of the Compass Exit Opinion is to maximize the value of your business, whether you want to transition from it in the short term or leave it thriving for future generations of leaders and family members. Our team delves into the Company's financials, analyzing income statements and balance sheets to determine Adjusted EBITDA, capital expenditure, free cash flow, and net working capital, among other financial and operational insights. We use this data to perform a "Market Value Price Opinion" or what a buyer might be willing to pay for the Company in the current capital markets. Receiving the highest price for your Company is only one piece of a complex M&A puzzle. Negotiating the best terms allows the sale price to generate absolute value since the terms will directly affect the tax consequences and the amount of net cash as part of the proceeds. 
• Transaction Options, Deal Structure Terms, and Proceeds Analysis: The Compass Exit Opinion guides the strategy to find the right buyer to close the Transaction and ensure a smooth ownership transition, minimizing disruption to business operations. Our approach is also a crucial strategy for the continuity of the business and the enhancement of its value and legacy by illustrating deal structure options for potential internal and external buyers. Our Proceeds Analysis focuses on transaction terms that allocate the assets you keep, liabilities you need to assume, and those that are part of the Transaction, considers tax efficiency scenarios and assists you and your wealth management advisor in successfully planning the next steps in your life.

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