Due Diligence: An M&A Value Creation Approach by William J. Gole, Paul J. Hilger

By William J. Gole, Paul J. Hilger

This nuts-and-bolts consultant examines all features of an M&A due diligence--from coming to the choice to procure a firm, to who could be at the due diligence staff, to the particular technique and the ultimate file and post-closing stick with up. It advocates a spotlight on either chance mitigation and shareholder price production, and emphasizes a holistic technique that spans from making plans to post-acquisition integration. The tentative contents is: (1) advent; (2) making plans for price construction: progress technique; (3) Engagement and pursuit; (4) getting ready for due diligence; (5) Validation of worth: appearing due diligence; (6) review of due diligence effects; (7) Optimizing price: publish diligence negotiation; (8) Extracting worth: post-transaction integration.

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But without coordination across the team, the contract review may not address other issues of business significance, such as the target’s approach to pricing and its implications for competitive positioning and profitability. Larger, cross-functional, deal-impacting questions may thus fall victim to the minutia of specialist scrutiny. Inactionable Findings Perhaps the most relevant question for a due diligence team to answer is whether it has discovered any reason why a potential acquirer should not P1: a/b c01 P2: c/d QC: e/f JWBT093-Gole T1: g June 2, 2009 12:34 14 Printer: Courier Westford PLANNING proceed with a transaction.

In fact, the pace of transactions, despite the risks, continues seemingly unabated. The practical question that corporations face, then, is not whether to continue to pursue acquisitions, but what can be done to increase their odds of success. Acquisition Risk and Due Diligence Other aspects of the scenario presented in the previous sections should sound familiar: the prospective buyer’s mobilization of a due diligence effort, often in the context of a competitive auction. 5 Alexandra Reed Lajoux and Charles M.

It specifically covers the following: An overview of the planning process and important aspects and characteristics of that process A description of the strategic assessment aspect of the planning process, including the clarification of the organization’s mission and objectives and the consideration of the market and internal factors that drive or influence investment strategy A discussion of the types of investment objectives that result from that assessment, and their prioritization and selection, as well as the risks and potential rewards associated with each P1: a/b c02 P2: c/d QC: e/f JWBT093-Gole T1: g May 22, 2009 19:21 Planning for Value Creation Printer: Courier Westford 29 A discussion of various aspects of the investment vehicles (internal development, acquisition, and strategic alliance) available to execute an organization’s investment objectives and an approach to identifying those vehicles that best meet the organization’s investment objectives It is important to note that the scope of this discussion is narrowly focused.

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