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timmaron projects

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Pre-merger Strategic and Operational Leadership

The Situation

A $.5 billion dollar revenue rural local exchange telecom business owned by a large NY-based private equity firm engaged a search firm to locate a COO/CEO candidate who had the strategic and operational experience to drive the business to a lower cost structure while creating revenue growth in the declining local exchange business. The challenge was that the PE firm and the current management team were struggling with a recently cutover billing system, limited new product development and poor customer service. The PE firm’s objective was to develop a growth profile for the business through merger & acquisition activity and to eventually exit the enterprise via a sale and/or IPO.

The Solution:

The company engaged one of the founding and managing partners of Timmaron Capital Advisors as Executive Vice President and Chief Operating Officer of the enterprise. The executive immediately developed an organizational structure with new objectives, results reporting, monthly operational reviews attended by the entire senior management team and a new board of director package to clearly and concisely report the company’s progress.

After 8 months, the managing partner of Timmaron Capital Advisors was promoted to President and Chief Operating Officer and was advised he would be considered for the CEO role when the current CEO retired within the next two years. The executive, over the ensuing several quarters, revamped the senior management team to consolidate the senior team down to four direct reports from the former eight while driving the same type of managerial reduction in scale/scope throughout the enterprise. This personnel reduction enabled the higher quality managers to be more fully developed as they were challenged with new responsibilities. Simultaneously, the company reviewed several acquisition and or merger opportunities with smaller or similarly sized regional local exchange firms. Management decided that these acquisition opportunities did not enable the firm to have the level of return on investment that the company required so management and the board decided not to pursue these opportunities. However, the company did pursue and consummate several transactions that enabled the organization to fill in product gaps and/or create new product development opportunities.

During this interim period, the company was able to grow revenues, reduce cost and increase EBITDA annually. EBITDA eventually reached a 55% margin, a substantial improvement. At this point, management recommended and the board decided to pursue an IPO via a high dividend equity model. The Board asked the managing partner of Timmaron Capital Advisors to assume the role of CEO to conduct the road show and take the company public. Several months later, the company successfully executed an initial public offering consisting of $1 billion dollars in equity, $800 million in bank debt and $400 million in high yield bonds, representing a market value of $2.2 billion dollars.

One year later, with a successful IPO and a successful year as a public entity, the CEO embarked on a strategy to merge the entity with one of the largest telecom enterprises in the US. The CEO and Board developed a “Reverse Morris Trust” strategy where the smaller entity purchases the larger entity such that the surviving entity is the smaller entity creating significant tax advantages in the transaction. This resulted in a nearly $11 billion dollar successful merger transaction.

Pre-merger Strategic and Operational Leadership

The Situation:

A $1.4 B US-based global company and a world-wide leader in providing cable and connectivity solutions to communications networks were seeking to grow. The company had three major lines of business. They were market leaders in two of those businesses and were number two in market share in the third line of business. With such dominant positions in their market segments, the challenge for the stakeholders and company leaders was to find ways to grow faster than the market, and thus improve company valuation relative to their revenues. The company had previously grown through mergers and acquisitions and had significant prior experience in successfully acquiring and assimilating other companies. So a possible approach to grow the company was to explore and define strategies that identified other complementary lines of business, in large and growing markets and potential target companies that could provide opportunities for accretive acquisitions.


The Solution:

The company engaged one of the founding and managing partners of Timmaron Capital Advisors on a three-month engagement, to provide Strategic Advisory and Consulting Services. In an initial face-to-face meeting with the top leadership of the company, company situation, company ambitions and general parameters of the engagement were discussed and outlined.

The engagement began with a thorough analysis of the client company, their financials, business segments, technologies and business operations, industry segments, markets, customers they served, their channels-tomarkets, and their competitive position in their market segments. Based upon this analysis, high-growth market segments and sub-segments were identified that were complementary to their existing lines of business and could leverage their existing capabilities in technology, operations, customers, channels-to-markets and other key areas. The market space with its various segments and sub-segments was analyzed and scanned to identify all companies, large and small, in this space.

Based upon certain criteria of compatibility, potentially accretive or dilutive growth, company size etc. a short list of target companies was put together and shared with the company. Two options were developed for the company and presented to the company leadership. One option was to consider for acquisition and pursue either one or two small companies with a combined valuation within a certain range. The second option was to pursue a larger company about the same size or larger but with a similar valuation as the client company. For option one the list was pared down to a handful of companies and meetings were held with the target companies, to further narrow the list down to a couple of companies. For option two, a key target large company was identified.

At this point the client company engaged the services of a number of investment banking firms, in order to pursue both options. Ultimately, the client company chose to abandon option one because of the high market price to revenue multiples demanded by the target small companies, and chose to go down the path of option two. A year later working with investment bankers the client company consummated the $2.7 B acquisition of the targeted large company identified early on during the advisory phase.

Post-merger Strategic Advisory and Consulting

The Situation:

The Chairman of the Board and the Chief Executive Officer of a $12 billion dollar enterprise value/ $3 billion dollar revenue telecom business desired to have assistance in assimilating a $2 billion dollar merger transaction. They needed assistance in assessing the management team, determining who would manage what divisions and in developing a list of target acquisition opportunities.


The Solution:

The company engaged one of the founding and managing partners of Timmaron Capital Advisors on a one-year engagement to assist with the transition. Over several months, the consultant advised the organization’s leadership regarding the capabilities and talents of several of the firm’s executive officers. Additionally, the consultant advised the organization on several potential merger transactions, none of which were recommended to pursue due to the high cost and low return on investment provided in the transactions. Soon after the engagement was completed, the company reorganized and promoted one senior officer, another senior officer was relocated to run another division and the COO and several other senior officers departed. These outcomes were in line with the consultant’s work. The company continues to perform successfully with these executives leading the firm.

Post-merger Strategic Advisory and Consulting

The Situation:

A global, telecom network infrastructure equipment manufacturing and network integration services provider company had just completed a $2 B acquisition of another global company in the same space but in a complementary market segment. As the parent company began the post-merger integration process, the $2.0 B US subsidiary of the parent company needed to develop a US and global strategy for the assets that came through the acquisition. While the parent company had an especially strong position in one major segment, the acquired company had significant assets in the complementary segment of the infrastructure equipment industry. Since the parent company did not have significant experience in this segment of the business, the company needed an external unbiased perspective and advice in a number of different areas. The company needed advice and consultation with regard to market and technology positioning of the acquired assets and also with regard to items missing in their portfolio after the acquisition. Specifically, they needed advice and consultation to help them plot their future course of action, as it related to customers, competitors, business models, and other future acquisitions to target to fill out their portfolio to make them more competitive in the overall infrastructure equipment and network integration services industry.


The Solution:

The company engaged one of the founding and managing partners of Timmaron Capital Advisors to provide Strategic Advisory and Consulting Services. During the course of the engagement information about the client company and the acquired company was analyzed in detail, along with the general overall state of the industry. The overall state of the telecom industry, including the infrastructure equipment and network integration services segment, and the telecom services provider space, including telephone companies, cable companies, and new entrants, such as software and media and content companies was analyzed. This space was analyzed from its historical perspective, present state and its anticipated future evolution, given the market power of the various players based upon their market capitalization relative to their revenues, recent growth rates and recent and anticipated future M&A activities. Also reviewed were various enduser segments, such as consumer, small-, medium-, and large-businesses, and their present and future communication needs, and the technologies that can best meet their un-met needs for high-bandwidth connectivity.

Following the service provider customer and end-user customer needs analyses, the players in the telecom infrastructure equipment and network integration services sector were analyzed based upon the two major industry segments– wireless and wire-line. Their relative strengths, market position and market shares were provided, with a special emphasis on the various sub-segments within the wire-line segment.

An analysis of the various players in this space, both in the US and globally, their present position and likely future evolution was presented. Within this context, an analysis of how the acquired company’s assets complemented the client company was developed, along with their value-proposition, likely competition, viability of the business, potential customers, and likely business models. Also, presented was guidance on holes in the client company portfolio after the acquisition and likely candidates to fill those holes through future acquisitions. Recommendations were also made on customers and partners to pursue with the full portfolio of the company. The client company executed on several of those acquisitions in the following months.

Board of Directors Development and Leadership

The Situation:

One of the largest US based telecom providers in the world (over $100 billion enterprise value) needed to spin out a very large division of the organization into a separate public company. They needed an individual who could manage the transition to a public enterprise, build a high quality Board of Directors and assist the CEO and CFO of the enterprise as they had never had public company experience.


The Solution:

The Chairman and Chief Executive Officer of the enterprise contacted one of the founding and managing partners of Timmaron Capital Advisors to lead the board and this transition to a public enterprise. The executive met with the bankers representing the company in the transaction, conducted due diligence on the transaction and decided to accept the invitation to join the Board of Directors. At this point, the Chairman and Chief Executive Officer of one of the largest US based telecom providers invited one of the founding and managing partners of Timmaron Capital Advisors to assume the role of Chairman of the Board. After accepting the role as Chairman, the executive quickly assimilated several high-quality board of director candidates and developed profiles to fill the roles of the various leads for the Nominating & Governance, Compensation and Audit Committees. Once the leads were in place, the executive over the next several months filled the remaining roles on the Board of Directors with additional high quality candidates. This high functioning board remains intact today and the leaders of each of the committees remains in place. The company was successfully spun out as a $13 billion dollar enterprise value/$3 billion dollar revenue enterprise.

M&A Due Diligence and Advisory Services

The Situation:

A large Wall Street based Private Equity (PE) firm was pursuing a major telecom services provider in an estimated $ 50 B leveraged buy-out and privatization transaction. The target company was being pursued by at least three other suitors, several of whom were PE firms. Each PE firm had set up and was leading a consortium of financial and suitable international in-country fund partners to meet with, woo, perform the due diligence and bid for the target firm. Given the size of the transaction, the complexity of the deal, the number of parties competing, and the short and aggressive time-line for the transaction, each consortium had engaged its set of advisors to help with the due-diligence and to provide advice on the valuation of the transaction. Some PE firms had engaged major consulting firms, while one Wall Street firm that was pursuing the deal chose to engage a team of handful of hand-picked industry veterans to advise on the deal.


The Solution:

The client Wall Street PE firm engaged one of the founding and managing partners of Timmaron Capital Advisors, along with a handful of other telecom industry veterans in an advisory and consulting capacity. The three-month engagement consisted of:

  1. Participation in a large number of high-level management meetings with the target company that included the CEO, President and COO, Presidents of various businesses and their management teams, as well as the CIO, CTO with their management teams, and the President of Network and Operations and his management team.
  2. Analyses and financial calculations based on the voluminous amounts of highly-confidential, detailed business, financial, network, operational and technical, information provided under strict NDA through the management meetings and through the electronic data room.
  3. Analyses of other competitive service providers in the various regions and provinces in both wire-line and wireless services in various end-user segments, such as, consumer, small, medium, and large businesses.
  4. Presentations in internal meetings of the client PE firm and its management team to present summary financial analyses and make recommendations on:
    • Potential post-acquisition restructuring and partnerships
    • Potential post-acquisition spin-offs, and
    • Likely savings in CAPEX and OPEX

Client PE firm decided not to make an all cash offer, and dropped out of the bidding when it reached close to $50 B.

Strategic Advisory and Consulting/Board of Directors Development

The Situation:

A 100 million dollar private global process outsourcing concern was interested in expanding its board of directors to improve governance knowledge, to enhance its global strategy and to create additional expertise on its board in the areas of publishing and telecommunications. The challenge was that the firm had experienced tremendous growth in the last several years outside of its traditional publishing business and the firm was struggling with the growth and leadership necessary to drive a business which had doubled in size over less than 24 months.


The Solution:

The company engaged one of the founding and managing partners of Timmaron Capital Advisors as a member of its Board of Directors. Simultaneously, the firm requested that the board member also act in a strategic consulting role under a one year retainer arrangement with automatic renewal option. The founding and managing partner of Timmaron Capital Advisors currently provides strategic advisory services to the owners of the enterprise, acts as an executive coach to the owners and their direct reports, assists in recruiting of senior officers, assesses the strengths and weaknesses of the management team, provides merger and acquisition candidates, analyses and recommendations, participates in senior officer monthly financial reviews and attends major customer meetings. The managing partner of Timmaron Capital Advisors is engaged in a strategic review of the competencies, skills and demographics of the current board members in anticipation of a recommendation to further revise the construct of the board to serve the corporations needs.

The company engaged one of the founding and managing partners of Timmaron Capital Advisors as a member of its Board of Directors. Simultaneously, the firm requested that the board member also act in a strategic consulting role under a one year retainer arrangement with automatic renewal option. The founding and managing partner of Timmaron Capital Advisors currently provides strategic advisory services to the owners of the enterprise, acts as an executive coach to the owners and their direct reports, assists in recruiting of senior officers, assesses the strengths and weaknesses of the management team, provides merger and acquisition candidates, analyses and recommendations, participates in senior officer monthly financial reviews and attends major customer meetings. The managing partner of Timmaron Capital Advisors is engaged in a strategic review of the competencies, skills and demographics of the current board members in anticipation of a recommendation to further revise the construct of the board to serve the corporations needs.

The company engaged one of the founding and managing partners of Timmaron Capital Advisors as a member of its Board of Directors. Simultaneously, the firm requested that the board member also act in a strategic consulting role under a one year retainer arrangement with automatic renewal option. The founding and managing partner of Timmaron Capital Advisors currently provides strategic advisory services to the owners of the enterprise, acts as an executive coach to the owners and their direct reports, assists in recruiting of senior officers, assesses the strengths and weaknesses of the management team, provides merger and acquisition candidates, analyses and recommendations, participates in senior officer monthly financial reviews and attends major customer meetings. The managing partner of Timmaron Capital Advisors is engaged in a strategic review of the competencies, skills and demographics of the current board members in anticipation of a recommendation to further revise the construct of the board to serve the corporations needs.

The company engaged one of the founding and managing partners of Timmaron Capital Advisors as a member of its Board of Directors. Simultaneously, the firm requested that the board member also act in a strategic consulting role under a one year retainer arrangement with automatic renewal option. The founding and managing partner of Timmaron Capital Advisors currently provides strategic advisory services to the owners of the enterprise, acts as an executive coach to the owners and their direct reports, assists in recruiting of senior officers, assesses the strengths and weaknesses of the management team, provides merger and acquisition candidates, analyses and recommendations, participates in senior officer monthly financial reviews and attends major customer meetings. The managing partner of Timmaron Capital Advisors is engaged in a strategic review of the competencies, skills and demographics of the current board members in anticipation of a recommendation to further revise the construct of the board to serve the corporations needs.

Since the beginning of the engagement, the owners have relied on the advice and counsel of the strategic advisor with almost daily email exchanges, weekly conference calls and meetings every two to three weeks at the US headquarters. The firm has hired a global strategic sales leader in India, has hired a new president of one of its divisions, is involved in several new sales opportunities with large global clients, is investing resources in a new outsourcing opportunity in the publishing industry that could create significant sales and operational success, has evaluated a strategic acquisition opportunity in the software space and is evaluating the benefits of a prime/sub relationship, joint venture or merger of a portion of its enterprise all with the assistance of the Timmaron Capital Advisors managing partner.