Above-average success rate with your M&A Top Alliance
In German-speaking countries, the notion of M&A is normally divided into two sections, i.e. mergers (Fusionen) and acquisitions (Akquisitionen).
Mergers are associations of two or more companies to create a legal and economic unit.
Acquisitions are full incorporations of company units or whole companies by the buyer.
Mergers and acquisitions represent external corporate growth which is likely to result in a dramatic improvement of the company’s performance potential.
Successful presentation of your company with your M&A Top Alliance
Effectively presenting your company is at the heart of every exposé (i.e. Sales Memorandum or Information Memorandum). This enables interested parties to make decisions and place bids within a given time frame.
The main part of an exposé normally provides information concerning
Supplementary information is comprised of basic figures showing the company’s operative profitability for the last three years as well as future performance prospects for the upcoming three years. Furthermore, any existing, audited and consolidated
which - among other things – adjusted without singular and holder-dependant items, provide insight into corporate efficiency. Additionally, they serve as a solid basis for further planning.
Needless to say, we carefully verify any information and data of an exposé within the scope of a due diligence analysis.
Discreetely attracting potential interested parties with your M&A Top Alliance
This anonymised short profile, or teaser, is an abridged version of the exposé containing only information available to the public, these are:
Every anonymised short profile is designed to descreetely approach potential interested parties
in order to find those persons who demonstrate serious interest in holding talks about transactions.
Target-oriented transactions with your M&A Top Alliance
Strategic buyers or industrial investors seek strategically-relevant target companies. Hereby, the following aspects are of importance and form the profile:
Financial investors / Private Equity Houses
We clearly distinguish between private equity partners having either a strategic or purely financial interest. Strategic financial investors, also institutional investors, are normally geared to the same criteria as strategic investors and are also pursuing the same goals.
Investors with a purely financial interest seek value-increasing capital investments. Their acquisition criteria are as follows:
The private equity partner wants to participate in strategic decision-making processes at the board level only, contributing assets, networks, know-how and experience
In a Management-Buyin (MBI) the company is taken over by outside management or outside management supported by a private equity partner.
In a Management-Buyout (MBO) the operative (employed) management acquires the company. Combinations of both (BIMBO = Buyin Management Buyout) have proven to be successful as well.
In this context we also speak of business angles who support entrepreneurs on their way to self-employment or support company acquisitions by investing and contributing to their know-how and experience.
Target-oriented transactions with your M&A Top Alliance
When companies operating in the same market join together, they can go beyond their current limits. In horizontal acquisitions, companies operating in the same market or same production stage are taken over in order to achieve economies of scale.
For both companies a horizontal acquisitions normally results in a better position in relation to suppliers and customers, which is an upside in negotiating better conditions for transactions.
When companies at different stages on the value chain join together, we speak of vertical mergers. In a vertical acquisition the buyer and seller are active on the upstream and the downstream market. In other words, one is the supplier for the other. In such vertical amalgamations not only the involved companies benefit form higher revenue but also customers benefit from a low price.
Conglomerates (diagonal, lateral)
A conglomerate (diagonal or lateral) is the combination of two or more corporations engaged in entirely different businesses together into one corporate structure. The two companies involved in such an acquisition are different in their economic performance. Conglomerates are multi-industry companies. Their main advantage is diversification and thereby a reduction of risks.
Sustainable value creation with your M&A Top Alliance
A letter of Intent (LoI) outlines an agreement between parties showing an interest in negotiations and concluding a contract.
LoIs are not binding, however, they contain binding agreements, such as non-disclosure agreements and a "stand-still" or "no-shop" provision promising exclusive rights to negotiate.
Detailed and systematic analysis with your M&A Top Alliance
In general‚ due diligence is a term used for a detailed and systematic analysis of all the data and information of your target company. The aim of this evaluation is to gain insight into the main factors influencing the target company’s business and performance. The target company prepares for the due diligence process by collecting all data and the data room index in a data room (a meeting room in the company) and by enacting data room rules.
The bidder prepares the due diligence template and sets up a team to conduct the evaluation. The due diligence template is a to-do list to check all details, contracts, documents, etc. which are essential for the evaluation and analysis.
Successful closing with your M&A Top Alliance
As soon as all contracts are through the final stages of negotiation, they get signed, which is then followed by the closing of the transaction.
With their signatures, the parties are legally bound. In the closing process the transfer is accomplished.