Wines & Vines

September 2017 Distributor Market Issue

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September 2017 WINES&VINES 65 REAL ESTATE INTERVIEW These projects typically include assisting the company in the process of how to achieve their objectives at the proposed valuations in the sale of a group of assets. For example, will a sale of the assets bundled together be more interesting to buyers (and to which buyer groups) than selling the assets individually? IWA represented Diageo in the sale of the Greystone Building in St. Helena (Calif.) to the Culinary Institute of America in 1993, the sale of Chalone Vineyards to Foley in 2016, and the sale of Edna Valley Vineyards to Gallo in 2011. We worked with Constellation to sell a group of wineries, brands and vineyards that included Geyser Peak, Buena Vista, Gary Farrell, Atlas Peak, Columbia Winery, Covey Run and Ste. Chapelle to a private equity group in 2008. More recently, we represented Treasury Wine Estates in the sale of the Blossom Hill Winery in San Benito County (Calif.) to Delicato this year. Sometimes IWA works with privately owned or closely held wine companies in the sale of vineyards, brands and other assets. One example of this was Randall Grahm of Bonny Doon Vine- yard's sale of the Big House brand to The Wine Group in 2006 and his sale of Pacific Rim Wine- makers in Washington state to Banfi in 2010. Q Walk us through the advice and guid- ance you give to sellers. Nicholson: All transactions are complicated and require integrity, teamwork and planning, finesse, forethought, patience and commitment from all stakeholders. The process of selling a family-owned or private business can be an emotional and stressful time for the owners. IWA's job is to stand with them throughout the transaction, from start to finish, and where possible to sim- plify what is a complicated process that inevi- tably has a number of twists and turns. At the start, we help our client put together the "deal team." This includes IWA as the "quarterback" to manage the process for the seller. We often suggest that the seller identify someone in senior management who can be brought into the process. We work with that person on the in-house data collection, so we can understand the business. We recommend that the seller engage a transaction lawyer who has experience in the legal aspects of complet- ing the sale of a business. The winery may have worked with a lawyer on regulatory issues, but that person often doesn't have experience with transactions. Generally, our initial preparation work with the seller includes improvement of the data collection, cleaning up the balance sheet, working with the company's CPA on fi- nancial statements, dealing with unsalable inventory, making sure all key agreements are in writing, reviewing and confirming trade- marks and permits, guiding the seller to an appropriate estate- and tax-planning adviser to manage the proceeds from a transaction, Winery Online Marketing System Grower Online Marketing System Brewer Online Marketing System Distributor Market Service Distillery Database Custom Data Reports REACH MORE DECISION MAKERS • WINES & VINES DATA SERVICES winesandvines.com • winesandvines.com/databases

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