By William J. Gole, Paul J. Hilger
This nuts-and-bolts advisor examines all elements of an M&A due diligence--from coming to the choice to obtain a firm, to who can be at the due diligence group, to the particular technique and the ultimate document and post-closing stick to up. It advocates a spotlight on either threat mitigation and shareholder worth construction, and emphasizes a holistic strategy that spans from making plans to post-acquisition integration. The tentative contents is: (1) advent; (2) making plans for worth production: development technique; (3) Engagement and pursuit; (4) getting ready for due diligence; (5) Validation of worth: acting due diligence; (6) evaluation of due diligence effects; (7) Optimizing worth: submit diligence negotiation; (8) Extracting price: post-transaction integration.
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Extra info for Due Diligence: An M&A Value Creation Approach
Its indigenous market), the greater the risk and the more uncertain the reward. This reality certainly does not preclude consideration of new-market investment initiatives. However, it does place an added burden on the organization to thoroughly consider the heightened risk associated with such initiatives. Vertical Integration Vertical integration initiatives are executed to gain control over an organization’s sources of supply by expanding operations toward suppliers’ markets (backward integration) or to gain control over operations in an organization’s customer markets (forward integration).
The acquirer receives in return the combined value, which is the standalone value of the target business plus the synergy value resulting from the integration of the target with the acquirer. 4 Sources of Value Created by Acquisition Investment P1: a/b c01 P2: c/d QC: e/f JWBT093-Gole T1: g June 2, 2009 12:34 Introduction Printer: Courier Westford 19 The deal’s success for the acquirer is measured by the value created, which is the combined value minus the purchase price. A description of each term follows: Stand-alone value.
Note that “poor management of due diligence—overlooking something important” is only one of many potential risks that an acquiring organization faces. Reacting to Deals To some extent, mergers and acquisitions are inherently reactive because buyers have little control over owners’ decisions about whether and when to sell their businesses, but this does not excuse a lack of planning. Organizations that do not give advance consideration to those market areas and the kinds of prospective acquisitions that best serve their interests are poorly positioned to respond to deals when they materialize.