Porter, White & Company, Inc. was retained in the summer of 2001 to assist DeMil International, Inc. in the sale of its business. DeMil was a development stage company supplying proprietary equipment to the United States and foreign governments with a requirement for disposing of explosive ordnance, including chemical and biological weapons. While the potential demand for its products and services was enormous, DeMil felt that it required a well capitalized and experienced partner to exploit its innovative technology world wide.
Porter, White & Company helped DeMil document its financial plan and prepare an information memorandum for distribution to potential purchasers. In the course of preparing the information memorandum PWCO did a preliminary due diligence investigation, and then helped the Company document some of its business arrangements.
Working with management, PWCO identified a list of potential acquirers each of whom received preliminary information and an invitation to review the complete information memorandum upon delivery of a written agreement to keep proprietary information confidential. PWCO responded to questions and provided updated information.
Firms indicating an interest in DeMil were invited to submit preliminary indications of interest. After further discussions, two firms were invited to submit term sheets outlining price and proposed terms of a transaction.
DeMil agreed to negotiate exclusively with CH2M Hill, and we assisted the parties in negotiating a mutually satisfactory agreement calling for an initial fixed payment and potential substantial future payments dependent upon future operating results of DeMil. As finally closed, the transaction met the objectives of the client.
During the course of the negotiations, we assisted in resolving a number of problems, including securing necessary agreements with the holder of certain patent rights to the DeMil technology, assuring CH2M Hill exclusive use of the patents for demilitarization purposes.
