Deal Type
Sell-side transaction

Deal Team
Andrew Allred, John Kirkland

Company Overview
Atlanta-based BAY Mediation and Arbitration Services was established in 2002 by the founders of the Barrickman, Allred & Young firm in Atlanta. Over the past 23 years, BAY has earned a strong reputation for alternate dispute resolution (ADR). BAY has a proven track record tackling complex, multi-party disputes as well as fast track mediations for smaller cases.  With leadership from Bill Allred and F. Scott Young, the firm has enjoyed rapid expansion and extensive growth over the years and now includes a roster of around 50 mediators.

Situation
Though owners Bill Allred and F. Scott Young were not looking to sell the firm, they received an unsolicited letter of intent from a national strategic buyer.  In the interest of evaluating the offer determining the best path forward, they turned to Bill Allred’s son, Andrew Allred, Vice President at FourBridges Capital Advisors for guidance through negotiation, diligence and execution.

Challenge
During due diligence, FourBridges helped their client to navigate complex quality of earnings, net working capital, and indebtedness calculations and the related negotiations. Because BAY reported financials on a cash basis, FourBridges had to perform a cash-to-accrual conversion to develop working capital estimates and support the closing adjustment process.

FourBridges also helped address a potential gap in health and benefits coverage during the transition.  BAY’s owners were committed to ensuring that their staff were well taken care of, and FourBridges helped structure and negotiate a Transition Services Agreement (TSA) that allowed healthcare and retirement benefits to continue until employees could transition to the buyer’s plans.

Results
FourBridges advised BAY throughout a complex transaction process, helping the ownership group navigate key decision points and successfully complete the sale. The firm also supported management in preparing for the company’s next chapter with its new partner.