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The Ventor Engagement

When a company finds that it is not meeting the numbers—indeed, when it finds that it is in dire difficulties—the first instinct of the management team is NOT to ask for help.

This is understandable. Entrepreneurs and professional managers are steeped in self-reliance. It's what helped them succeed to date.

In addition, the onset of corporate setbacks can lead once-capable managers to suffer from lack of sleep, irritability and withdrawal. We once worked with a man who, behind closed doors and while the company neared bankruptcy, read a three volume history of the Kings of Scotland. Internet solitaire is also a known mental anesthetic while a company is hurting.

So who engages Ventor?

Usually, it starts with a concerned and independent outsider. A board member, a banker. Or lawyer or family friend. Anyone who recognizes the symptoms and who recognizes also that the management will need solid advice based on objective fact. Banks, in particular, will provide a list of potential providers and offer a suggestion that one be hired.

The management team then engages Ventor. This route –from Bank, say, to management team to engagement—does not change one truth - that is, unless agreed in writing, Ventor works for the client, not for the parties referring the consultant. All communications go to the client. All recommendations are confidential between Ventor and management and all relations between the creditors and the company are unaffected by the relationship.

Except that the company has one of the most experienced middle market turnaround teams in the US on its side. Ventor will provide advice as to how the bank relationship should be managed and will most often attend meetings at management's side.

The Opening Engagement

The initial engagement has three goals: to assess the situation as quickly as possible, to make a series of operating and financial recommendations to the client, and to express these recommendations in financial terms. The financial projections are key. They show the future of the company in unambiguous and operational terms. This is a key deliverable, especially when highly skeptical outsiders, such as the gimlet-eyed bankers--need convincing.

Prior to starting the engagement the client is provided with a Data Checklist, which outlines the operating and financial picture the Advisor requires. The client also provides important information in electronic form.

Then the Advisor is introduced to the company, after which he or she conducts a series of structured and confidential interviews with staff and, in some cases, with clients and other outsiders.

The initial engagement will usually include an analysis of the company's Core Products and Core Customers. This analysis, using proprietary quantitative methods, identifies the company's defensible business that requires ongoing support, while also identifying non-critical activities that need to be changed so they can contribute to the business.

The Enterprise Assessment

Ventor's cornerstone service is the Enterprise Assessment, a 90-day comprehensive plan. This consists of:

Implement the plan. 

Many managers are comfortable with executing a plan delivered by a third party and blessed by the board.

Many aren't.

Whether it is dismantling a formerly-prized project or dealing with long-time staff, the emotional toll of implementation can be daunting.  And management usually feels another impediment to implementing a restructuring plan:  the day job.  That is, keeping the relationships with customers, suppliers and banks is usually as important or more important than a short term assignment to restructure the business.

That's why we have developed an implementation methodology that answers the needs of the owners, the stakeholders and the board—including periodic and structured updates.

We also hew to the best of project management techniques to ensure milestones are met and deliverables don't slip.  Most importantly, we use your staff as team members.  We often hear that a side benefit to our implementation efforts is a staff that is energized, focused and ready for more.

Merger Integration

Due Diligence Services. We have established a path-breaking due diligence product which we call The 100-Day Plan. This development is based on our experience with private equity groups, banks, family businesses and trusts.

In short, there is no perfect due diligence assessment. Ours is an improvement on the current state of due diligence practice, which tends toward what we think of as red-issue avoidance.

Our work is based on two best practices: the investment evaluation and the planning for integration.

In short, determination of the deal's worthiness must be assessed based on rigorous investment criteria which we elucidate in close concert with the client. Only if the target company passes this on-site assessment do we move to the integration planning. This consists of