Typical transactions managed by TBG and Bicknell Advisory Services, Inc. (the S Corp in which TBG's principals previously conducted business) include the following:
Sale of Privately Held Software Company
We frequently represent entrepreneurs who, having built a new enterprise and established a position in their market, seek liquidity for their investment.
OKRA Marketing Corporation of Tampa, Florida represents such a situation. OKRA was established in 1987 to provide marketing services to financial institutions.
OKRA's clients included the largest banks in the United States and Latin America and several Fortune 1000 non-financial firms.
OKRA developed both database building and database access software. Database building entails compiling all information about an individual into one file, combining individuals into households and appending demographic data. Database access software provides the ability to sort household data according to product usage, buying or response patterns and demographic characteristics.
Our firm acted as financial advisor to the seller and managed the transaction process, presenting OKRA on a highly confidential basis to a select group of buyers approved by management.
Okra was acquired by the John H. Harland Company, a leading provider of printed checks and technology products to financial institutions, in an all cash transaction. OKRA continued under the leadership of OKRAís co-founders, and continued to be based in Tampa. OKRAís pre-sale revenue was in the range of $15 million and the publicly announced cash sale price was $25 million.
Divestiture of Business Unit
Our firm has also been engaged by corporations to assist with the divestiture of business units.
These may be complicated transactions requiring special structuring steps in order to achieve the desired objective.
We were engaged by Boatmenís Bancshares, Inc. of St. Louis to effect the divestiture of Boatmenís Information Systems of Iowa, Inc. (BISI), a data center business acquired as part of an acquisition.
The desired transaction was complicated by the fact that BISI used third party software as an integral part of its operations and the software license agreement required the vendorís approval upon a change of control. The vendor refused to approve a transfer to the likely buyers, whom they viewed as competitors.
We achieved the desired objective by arranging a two-step transaction. From among several interested parties, a buyer was selected who managed the operations of BISI under a facilities management contract during a transition period while the software vendorís application was replaced by the buyerís proprietary software.
Once the software was replaced, the buyer completed the transaction.
Buy-side representations are another one of our specialties.
Fiserv, Inc. of Milwaukee acquired BankLink, Inc., a subsidiary of Chemical Banking Corporation.
We initiated the transaction and assisted in negotiations on behalf of the buyer.
Based in New York City, BankLink develops and markets cash management software and provides related services to major domestic and international banks for resale to their corporate customers.
The business was founded in 1977 and at the time of the sale counted 120 financial institutions worldwide among its customers including five of the top 25 banks in the world.
We learned of Fiservís interest in expanding its cash management product offerings.
Our firmís familiarity with the wholesale electronic banking market enabled it to respond to these objectives, proposing BankLink as an acquisition target.
Fiserv engaged our firm to initiate discussions and, following several months of exclusive negotiations, a transaction was concluded.
BankLink continues as a highly successful business unit of Fiserv.