Delivering Deal Value

Merger and acquisition (M&A) transactions, like other large-scale corporate change, are an excellent opportunity to transform, remain competitive, set a new course and create sustained value for your organization.

Every business is different—and so, too, is every M&A transaction.

The opportunities for value realization post-deal are significant, if you have a plan in place to manage the transition. Unfortunately, many deals fall short of expectations. Despite the best intentions, a carefully developed strategy doesn’t guarantee you’ll get the value you wanted. Our cross-functional teams understand this and are here to help you establish and manage a transition plan so you realize your post-deal goals.

How we can help

Integrated due diligence

Taking a closer look

Are you interested in an acquisition to help drive growth? Or do you want to be better positioned to sell or carve out specific assets from your business? In either case, it’s important to identify opportunities for efficiencies and cost savings as a result of the transaction and spot risks that may impact the deal value.

Whether you’re on the buy or sell side, we can help you understand the company’s core operations and find primary sources of value or costs that lead to post-deal value capture. Our capabilities span pre-deal and confirmatory due diligence, integrated with IT, human capital and other back-office functions, including cost, performance improvement, synergy and standalone analysis.

How we can help:

Identify and quantify operational risks to reduce negative impacts to operations and EBITDA
Identify upside with fast, detailed analyses and assessments
Operate with a deal mindset by quickly spotting risks and opportunities early in the deal life cycle

Integration planning

Building the foundation

A common challenge buyers face after an acquisition is to effectively take control of the newly acquired business, while running the existing one. How do you retain key talent and customers and avoid disruptions to business operations? How do you track and measure business performance and ensure regulatory compliance?

To help clients maintain a balance between the integration and their core business, we focus on three aspects: maximizing value with clear objectives and targets; controlling risk, priorities and scope using a proven fit-for-purpose process; and managing people effectively through uncertainty.

How we can help:

Set up a new governance and control framework.
Conduct confirmatory due diligence.
Design and implement appropriate financial and operational reporting to monitor business performance.
Communicate a clear vision of the post-acquisition business to management and staff.
Set up a transition management office to align people, cultural and operational differences, starting from Day 1.

Integration execution

Capture synergies and create value

Successful integration largely depends on your approach. That means getting it right from the very start of the deal process.

Are you focusing on the strategic, financial and operational objectives that matter to you and your company? How, and to what level, will you integrate? How do you capture the deal value and realize the synergies you’ve identified? And does your team have the experience and time to deliver a successful integration program while maintaining core business performance?

We can help you evaluate, design, plan and execute your integration strategy and governance structure. We take an objective and flexible approach and make sure to support the entire organization throughout—from board members to front-line employees. With an effective governance structure, your people, processes and systems will align with your integration objectives.

How we can help:

Create value and capture opportunities with a disciplined, transparent approach.
Accelerate the transition and return to a business-as-usual environment as quickly as possible.
Convert your integration strategy into detailed actions.
Integrate specific functions and core functional areas.

Synergy realization

Identify, realize and track synergies

For dealmakers, realizing synergies is mission critical. It’s not only about monetizing synergies—it requires thorough planning, ideally during the pre-deal phase.

The first question is how to identify which revenue and/or cost synergies to prioritize. Then, how do you realize those synergies, and how long will it take? Finally, what metrics can be used to measure and track them?

We can help you from initial synergy analysis early in due diligence through to implementing and capturing results that can be confidently communicated to stakeholders long after the close.

How we can help:

Assess synergies by performing a detailed analysis in the due diligence phase, defining areas of synergies and identifying and quantifying the synergy potentials.
Capture and track synergies by following a well-defined, disciplined, and transparent approach.
Challenge functional teams to expand the range and depth of synergy opportunities.

Separation

Creating a robust carve-out plan

Separating a department or subsidiary from the rest of your business while preserving value can be a challenge. To avoid losing value during the bidding stage, you want to make sure you have a detailed and workable carve-out plan to present to buyers.

There are a number of issues to address: What steps should you take to separate the business and how long should it take? Do you want to provide all the existing services to the buyer(s)? If so, how should they be priced and how long should you provide them for? How do you prepare the target subsidiary to be standalone to make it easier for the buyer to take control?

We have extensive carve-out experience ranging from standalone businesses to the most complex carve-outs, across a range of sectors, on both the sell and buy sides. And because we understand both vendor and buyer perspectives, we can help maximize your ability to deliver deal value.

How we can help:

Prepare for the sale by developing a fit-for-purpose, cost-efficient, standalone operating model.
Establish principles early on and define one-off cost (and responsibility).
Define flexible transitional arrangements to ensure the business can operate from Day 1.
Create the vision, and an appetite for change as people move away with the carved-out business.
Prepare and implement an executable separation plan applicable for all bidders.

IT Due Diligence and Merger Integration

Providing M&A-related IT services

IT is often considered to be one of the most challenging area of integration (or separation) during an M&A transaction. Many business functions such as human resources, finance, sales and marketing depend heavily upon systems, data and process automation that IT provides. Consequently, IT becomes a critical path and dependency for integration or separation of organizations. It is thus vital that IT due diligence and merger integration be handled by experienced professionals with good understanding of IT, business and their interdependencies as well as nuances that M&A transactions create in terms of how systems, data and associated licenses and contracts could be integrated or separated.

How we can help:

We have a strong team of business technologists that understand leading practices in performing IT due diligence and managing merger integrations / separations.

Pre-deal services: IT due diligence services to help assess IT-related deal risks and opportunities during pre-bid or pre-close stages of an M&A transaction
Post-deal services: IT merger integration services to plan, design, manage and implement post-deal integration of IT organization, systems, data, processes and licenses / contracts. We are familiar with various deal structures, associated challenges and nuances as well as many of the industry-specific needs that arise from an M&A transaction. We are also familiar with both mergers and separations / carve-outs.

Contact us to find out how we can help you achieve desired synergies, efficiencies, risk mitigation and cost savings through effective management of IT-related merger integration and separation efforts.