


| Hilltop Advisors has significant merger and acquisition experience. Our senior team has been involved with most of the major mortgage company purchase transactions over the past 20 years. We understand what it takes to execute an excellent merger or acquisition from each of the different, but important aspects - financial, operational, personnel and culture. Our experience involves all stages of the typical merger or acquisition. Each is critically important to execute well:
- Planning the acquisition steps - Target selection - Target analysis - Letter of Intent business content - Conducting due diligence - Assisting in purchase price determination - Assisting counsel with the purchase agreement terms - Closing date due diligence procedures - Business integration planning and execution - Financial reporting and accounting integration - Vendor negotiations Our acquisition strategy assessment assists companies with the strategic thought process of growth – through acquisition or through organic means. It is important to assess the timing and cost of both and the impact to your corporate goals for growth. Given the market presence that the company has, we are also able to help companies think about downsizing or disposing of components or selling the entire company. Our target assessment efforts include creating the “template” of desired attributes for an acquisition. Matching companies to the desired attributes and assembling a "short list of targets". On the sales side, we often are involved in identifying specific asset sales, business segments to dispose of, etc. Sales preparation is important. Hilltop Advisors can help prepare your company, assets, or portfolio for sale. Sale preparation will generally improve the final price received as the item for sale is presented in its optimal, but real, state/condition. Valuation activities are important and determining the appropriate assumptions to use in the valuation models is critical to achieving the desired returns on the acquisition investment. Hilltop Advisors has extensive asset, portfolio, and enterprise valuation experience. The final purchase price to be paid will be your decision, however, we see our role as your "conscience" and raising questions that should be considered in the valuation process. Our team can assist potential buyers and sellers with analyzing the risks/rewards associated with the purchase or sale, assessing alternative transactions, determining the impact of the sale on financial statements, accounting policy, regulatory requirements or capital/liquidity requirements, etc. Post acquisition, Hilltop Advisors is often engaged to help integrate the newly acquired entity into the existing operations of the acquiror. We also assess what key initiatives will need to be executed (cost take-out, combining operations, choosing a technology application to avoid using two or more, etc) in order to achieve the returns anticipated from the acquisition. Many of these initiatives require "change" and it is often easier for a consultant to help execute such, as opposed to the acquiror enforcing the changes to be made. |