A brief outline of iMerge Advisors, the leading M&A firm focused within the internet marketplace.

1. Uniquely
Qualified

2. Who is iMerge Advisors?

3. Who is iMerge Advisors?
iMerge Advisors is the nation’s leading M&A firm exclusively
focused on the Internet sector since 2001. As a result of our
unique concentration, we have tremendous expertise working
with Internet based businesses with revenues up to $50 million.

4. iMerge Advisors obtains superior
value for your Internet business…
• Professionals with a thorough understanding of Internet
businesses and technology
• Exclusive vertical focus on the Internet sector
• Relationships with 1000’s of qualified buyers from high
net worth individuals to private equity firms and both
public and private corporations
• No horizontal business dilution
• Maximum business exposure in an international market

5. iMerge Advisors vs Traditional M&A Firms
iMerge Advisors Them
• Represent Internet Businesses Only • Represent manufacturers to distributors
(Niche Market) (Broad Market)
• Knowledgeable and Realistic Free Valuations • Paid for Valuations Based on Brick &
with Accurate Comps (Our Past Sales) Mortar Comps
• International Coverage • Regional Coverage
• Buyers with Specific Interest in Internet • Buyers with Diverse Interest in many
Businesses from all Over the World types of businesses
• “Where are the Assets?” “It’s Just a
• Thorough Understanding of the Assets (Mostly
Intangible) Website!” “What are People Buying?”
• HTML?
• SEO, PPC, Affiliate Marketing…We Speak the
Language • On Average Represent 1-2 Internet
Businesses per Year
• On Average Sell 5-7 Internet Businesses per
Month

6. iMerge Advisors Value Driven Process
iMerge Advisors applies industry standards of excellence to each of it’s steps:
1. Client Analysis & Review
2. Recast/Adj Financial Statements
3. Prepare Offer Memorandum
4. Confidential Marketing
5. Buyer Introductions
6. Letters of Intent (LOI)
7. Due Diligence
8. Definitive Agreements
9. Closing

7. iMerge Advisors Value Driven Process
1. Business Valuation
• Receive a complimentary valuation report and
learn what your Internet business is worth?
Determining the fair market value of your
business is an involved procedure which takes
many variables into account. Your advisor will
give proper consideration to your company's
strengths, assets, historical financial
performance and projections, along with the
many intangible assets.

8. iMerge Advisors Value Driven Process
2. Recast/Adjust Financial Statements
• We will review and adjust the past few years of
financial statements so that they reflect what the
true earnings of the business. Standard
statements often do not reflect the true earnings
and value of a business as they often contain
shareholders discretionary expenses and one time
charges. Your advisor will work with you to restate
and recast the financials to maximize the value
obtained for the business
• Due Diligence Preparation - We will review and
prepare your supporting documentation for an
efficient and condensed due diligence process,
preventing lengthy delays and unnecessary
changes in agreed upon terms.

9. iMerge Advisors Value Driven Process
3. Preparation of the Offer Memorandum
• Your advisor will work closely with you to develop a
memorandum. This packet contains comprehensive
details about the business beginning with an
executive summary, additional info on the company
history, products, services and its markets. In
addition the document will contain information on
traffic to your website, paid, organic, conversion
rates, average revenue per visitor and other stats.
The document also includes the recasted financial
statements.

10. iMerge Advisors Value Driven Process
4. Marketing Your Internet Business
• There are many channels which we can utilize in
selling your business. Not the least of which is
our own database of 1000’s of qualified,
interested and knowledgeable Internet business
buyers. Your advisor will contact key executives
from both within and outside of the database
indicating that a company meeting his/her
criteria has come on the market. The name of
your company is kept confidential and will not be
disclosed until a qualified interested party has
expressed interest and has completed the
necessary non disclosure agreements (NDA).

11. iMerge Advisors Value Driven Process
5. Buyer Discussions
• Your advisor will work closely with you to
thoroughly present the business to qualified
buyers, arrange and attend when applicable
conference calls, online meetings as well as face
to face discussions. The advisor will effectively
manage the process to insure that buyers obtain
in depth answers to relevant questions while
efficiently proceeding through the agenda.

12. iMerge Advisors Value Driven Process
6. Letters of Intent (LOI)
• Upon successful completion of all buyer
discussions your advisor will solicit and negotiate
letters of intent (LOI) from prospective buyers.
The LOI is often a non-binding agreement stating
under what terms and conditions the buyers wish
to acquire all or part of your business.

13. iMerge Advisors Value Driven Process
7. Due Diligence
• Upon successful negotiation and acceptance of
the LOI, your advisor will arrange for due
diligence to begin. The advisor will again
supervise this process for relevancy and keep the
agenda moving along. During due diligence the
buyer's professionals will verify the accuracy of
the seller's financial and operational
representations. The buyer begins the process of
due diligence and inspects detailed business
information. This process also involves managing
and settling all contingencies.

14. iMerge Advisors Value Driven Process
8. Definitive Agreements
• The buyers legal team generally prepares the final
purchase agreements based on terms and
conditions of the LOI along with any negotiated
changes with your advisor as a result of due
diligence. Definitive agreements are binding
documents subject to review by seller’s legal and
accountant counsel.

15. iMerge Advisors Value Driven Process
9. Closing
• Your advisor will complete arrangements for the
closing and signing of all documentation along
with the transfer of funds and assets to the
respective parties and the deal will be closed.

16. iMerge Advisors is uniquely qualified…
“to confidentially provide superior service in
valuating, marketing, and negotiating the sale of
Internet-based businesses while maintaining the
highest standards of integrity and trust.”
iMerge Advisors Inc.
60 State Street
Suite 700
Boston, Massachusetts 02109
(p)888.882.4324 (f)617.830.1660
www.iMergeAdvisors.com