Corporate Advisory

Corporate Advisory for Australian SME's who wish to thrive.

Get the right advice to rapidly grow your business and maximise its future value! Whether you want to bring on new shareholders, raise capital (debt or equity), create new corporate structures, IPO your business, sell your business to a private equity firm or do a merger. Royce Stone Capital corporate advisory services is tailor made for private SME enterprises!

Corporate advisory done differently

Corporate advisors with capital solutions

We specialise in corporate advisory for private Australian SMEs, doing under $300mn in revenue. We are uniquely aware of the challenges private businesses face, in part because of our experience in private lending (dealing with a wide variety of businesses and situations), in addition to our family office investments that we do. Great IPOs and large private business sales happen years before anyone knows about them! That is why we work as your strategic partner, to get you to where you want to be!

We advise (the path of least resistance to get you to where you want to be)

We structure (financial instruments, companies and deals)

We source capital (we have access to a wide array of capital, and specialised corporate debt).

Corporate advisory services made for Australian Businesses

Corporate Advisory Made For Private Businesses

Our corporate advisory services when combined with our capital solutions, ensures we can provide tailored solutions for unique situations. We've provided advice on several fronts, including.

Merger & acquisition advisory, and sourcing private corporate debt to settle transactions.
Company and capital structuring to maximise borrowing capacity, investor capital and to have a business ready for IPO.
Creating new financial products, underwriting and financial warehouse facilities.
Creating shareholder agreements and financial instruments to reduce shareholder dilution and maintain director control.
Corporate structures to protect assets, ensure business continuity and to enable divestments.
Having businesses exit ready and putting in place the necessary corporate hygiene factors and financial solutions for a high conviction sale.
Sourcing specialised debt or equity capital.

Corporate advisory services made for Australian Businesses

Public, Private or Hybrid?

Not all businesses are meant to be public, but not all businesses are meant to stay private! However, there are scenarios where a hybrid option is viable, through company or business group divestments, providing the best of both worlds! Engaging us as your corporate advisor will mean that.

We can assist you in making difficult decisions by bringing you a wide range of views from our experience and other advisors.
We can help you divest business arms or companies in the group to help you list on an exchange or enter a private equity sale.
Assist you with doing mergers or JVs with listed companies.
Give you access to the right IPO broker network, that specialise in your industry and long-term ambitions, without the unnecessary dilution.

Corporate advisory that is real

Mergers & Acquisitions For Private Businesses

Mergers and acquisitions of private SMEs, require to be handled far differently than M&A transactions of listed or larger private businesses. This is because the information provided, in particular the quality of financial reporting and tax strategies adopted by SME's, isn't to the same standard as listed businesses. At RSC we are typically engaged to help our clients acquire businesses, that are either horizontally or vertically complimentary to our clients' businesses. Our services ensure that.

Reported profits are the actual profits, and this comes from our private lending experience and reviewing business financials.
Deals are structured with minimal cash upfront, with long term coaligned terms between our clients and newly acquired management teams.
Deals have a phased equity purchase agreement, that give the benefits of long-term ownership but operational control from day 1.
Deals are funded without the constraints of bank funding.

Corporate advisory- Corporate Strcutures

Corporate Structures

Corporate structuring is one of the most neglected areas of corporate advisory, but yet is the foundation that allows all other activities to occur. Our corporate advisory structuring enables.

The protection of personal and business assets.
The ring fencing of liabilities and guarantees.
More capital to be raised from more shareholders as well as limit shareholder influence on the business.
The minimisation of tax.
The maximising of corporate and business loans.
The maximising of government grants.

corporate finance solutions

Specialised Corporate Debt Solutions

Our specialised private corporate debt solutions ensure you can move ahead with confidence. Providing you have a EBITDA above $2M, we are able to create very unique solutions that most can't do.

We source private corporate debt solutions for businesses, doing above $2M EBITDA without director guarantees in some instances.
We source funds directly from family offices or wholesale funds to ensure your funding solution is expedited as quickly as possible.
We can help directors or shareholders, take loans against the private equity in their business to help create liquidity.
We can create underwriting solutions if businesses are raising equity for other projects but have an equity shortfall.

Specialised private credit

Specialised Private Credit Solutions

As experts in private credit, we understand how to create bespoke solutions that most simply can't do. This is in part due to our ability to engineer new solutions, but also because we work with sophisticated family offices, that are active managers of funds who are willing to look outside the box.

We can create new financial products for you as a business to sell to your clients. For example, you may have a product / service that requires a large outlay of funds by your clients. We can create a finance product for them, to amortise the product over 5 or 10 years, allowing you to sell more of your product / service.
We can provide you with warehouse facilities on competitive terms, so you can lend funds out and grow your loan book.

corporate finance equity solutions

Capital Raising

We work with a range of family offices, HNW investors, private equity groups and VC funds, that allow us to put together unique capital solutions. We typically work with revenue and profit making businesses, that require further growth capital. Our capital raising services work best for businesses that.

Are operating and have an EBITDA of $2M
Are not revenue making but have locked in contracts / orders for at least $1M.
Are not revenue making but have unique IP, that can be used across industries.
Have an ARR model and or locked in service / product contracts.

Shareholder Agreements

Shareholder Agreements For Business Owners

Shareholder agreements are imperative, and are often poorly done, especially amongst most SME businesses. Whether you're entering in a new partnership or bringing in new investors, our guidance will ensure your long-term success. Our advice will ensure that.

We reduce shareholder dilution by using the right equity and debt instruments.
We create the terms for business partners / investors to effectively work together.
Key areas of friction are discussed and agreed to early on, instead of years later.
You retain control at the shareholder and board level if required.
You are able to retain key personnel through employee share programs, without the loss of control.
You have the right share classes for different investors, within different corporate structures of the group.

Corporate Advisory - Sale of business

We Get You Business Exit Ready

Many businesses lose millions in their sale value because they don't have the necessary business and corporate hygiene factors in place for a high conviction sale! Because we work with private equity firms and advise on M&A transactions, we are familiar with what is required for a high conviction sale. Our advice will ensure "we dress the bride (make you ready)" to maximise the sale value of your business! This includes.

The company has the right structures from the get-go.
Key personnel have the right agreements.
Business financials are ready, with the right metrics.
Key supplier agreements are in place.
The business is self-sufficient in operations.
Loss making business arms are divested from.
The story of the business and PR is known to the public, before a sale.

We think deeply about our clients problems, and even deeper about the solutions to those problems. Our value add, is the ability to leverage knowledge, develop inteligent solutions and access to capital.
Tarek Omar CEO & Partner

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Corporate advisory for private businesses

We specialise in corporate advisory for private businesses, because most value is built in the private market first! Great IPOs, happen years if not decades before an IPO, as do major business sales. For this reason, Royce Stone Capital has focused on funding, advising and helping private businesses reach their full potential. With a speciality in sub $300m businesses, we understand what it takes for good businesses to become great!

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Corporate advisors that go beyond

To ensure our clients get the best legal advice, Royce Stone Capital works with leading global law firms that understand cross border transactions, M&A and equity capital markets (ECM). We source advice from firms such as Dentons and Cornwalls, whom we have closing working relationships. This helps to ensure our clients, get the ride advice, when and as needed.

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We specialise in sourcing friendly capital

As corporate advisors to several businesses, we ensure we source friendly capital that is aligned with the long-term interests of our clients. All too often brokers and investment firms will take a predatory approach, which unnecessarily dilutes founders, and in some instances removes decisions making away from management. Because we act as a barrier, and bring our own cornerstone investors, we can ensure the interests of founders are protected.

What is corporate advisory?

Corporate advisory is a professional service provided that helps companies with a broad range of services including structuring, capital raising (debt and equity), corporate finance, mergers and acquisitions (M&A), shareholder negotiations, initial public offerings (IPOs) and divestments.

Is corproate advisory the same as investment banking?

Corporate advisory is a separate function to investment banking, but they are highly complementary. Corporate advisors will serve the interests of the businesses and raise capital through their own network of investors. Investment bankers serve only the interest of investors and are looking for opportunities to invest capital to make a capital return.

Some investment banking firms will also work as a corporate advisor, however it needs to be very clear to investors whose interests they are legally serving.

Why should i work with Royce Stone Capital?

Because Royce Stone Capital isn't just an advisory firm, but we work in private credit and originate for family offices and other wholesale players. We are actively in the trenches each day working on complex transactions, that must be grounded in practicality. We know what the real world looks like, and as such we will ensure you get the advice and the solutions required to thrive.

What is Enterprise Value?

Enterprise Value (EV) is a way of measuring the purchase price / value of a business. Unlike market capitalisation, which works out the value of a business by multiplying the price of each share by the number of shares.

Enterprise Value looks to determine what is the true cost of acquiring a business beyond the price paid for equity.

Broadly speaking, Enterprise Value is the market capitalisation of a business, plus any debts (short and long term), less cash on hand the business has.

A key distinguishment of enterprise value is that it considers the debts of the business. This is because whoever is acquiring the business is not only paying for the equity component of the business, but must also carry the burden of the debts of the business moving forward.

Other things Enterprise value will consider are the rights of different shareholders. To learn more click here.

EV is a far better metric when it comes to comparing the purchase price of businesses, when put together with other financial metrics. For a confidential discussion, click here.