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M&A
M&A: The New Rules of Mergers & Acquisitions – 5 Tips!
The Point: As part of our Business Advisory Service for Sales/BizDev at Tip of the Spear Ventures, we’ve encountered a number of organizations that are considering selling/merging with another organization. As such, they’re great candidates for our M&A (Mergers & Acquisitions) advisory service. With each passing year where we offer M&A consulting, we find that the best plan is to prepare for the M&A activity, including putting together a team of professionals (In addition to consultants, attorneys, CPAs, etc.) But what if we don’t assemble a top-talent team to assist with Mergers & Acquisitions? In this post, we’ll explore the new rules of mergers and acquisitions, along with providing 5 tips… Enjoy!
5 Tips (Rules?) to Follow in Mergers and Acquisition
Often essential for a company’s revenue column, mergers and acquisitions must be done in the right way to ensure that post-M&A creation is as profitable as pre-M&A activity. Why conduct the M&A after all if there would not be significant gains to be had? What follows are 5 tips (or rules) that should be contingency-planned in order to create successful mergers and acquisitions outcomes:
Rule #1: Establish a Dedicated Transaction Team
The timeline for completing a merger or acquisition is often very tight. The firms that will be used, the market specializes in transactions between listed companies and Legal services to reduce costs and since more and more transactions are cross-border, it is a good idea for a head of legal to build relationships with colleagues/consultants around the world.
Rule #2: Pay Special Attention to Regulatory Issues
In the new rules of merger and acquisition, one should pay special attention to regulatory issues. Rarely does a merger stumble because of a regulatory barrier, but if you wait too long before you evaluate that risk, it’s never a good strategy. The experts are unanimous: Legal counsel must ensure that no one in-house is committing a blunder causing a regulatory incident.
Rule #3: Think Team Integration Going In/Coming Out
If it is not necessary to put the cart before the horse and operate as a single entity before having accomplished all the mergers and acquisitions obstacles. It is nevertheless necessary to foresee potential blows from a lack of team integration well in advance of the M&A activity. An Integration Team is therefore responsible for identifying the departments whose operations will be merged and which departments will not be merged.
Rule #4: Do Not Be Afraid to Say “No”
Mergers and acquisitions transactions are relationships that grow and require companies to redefine themselves. If the transaction risks losing value rather than creating it, it may be better to retreat, pass, or say “No.” The fact is that the teams negotiating the transaction are so focused on the realization of the deal that they sometimes do not have the necessary distance to notice the problems that arise during due diligence. These problems are sometimes manageable by changing some of the terms of the initial agreement, but they are sometimes too important to ignore. If it’s not a good deal, regardless of ego/time involved thus far, you’re probably better off pulling the M&A plug!
Rule #5: Take Lessons from Each Transaction
The more we make, the better we are especially if you take the time to take stock after each M&A transaction. What worked well? What were the problems overcome? What were the problems we were unable to overcome? What did we not anticipate that we should anticipate next time? These “lessons” provide the “equipment” for creating lists of things to check for during the next transaction (In an effort to avoid repeating similar errors).
SUMMARY
In this post, we’ve looked at the new rules of mergers and acquisition along with 5 tips (rules?) Equipping yourself/your M&A Team with detailed information and new phases to be explored should allow for more fruitful future mergers and acquisitions activity.
Sam Palazzolo
Business For Sale?
With the continued expansion of the economy, there’s no time like the present for would-be entrepreneurs to consider launching a business (Especially when you consider the recent tax and regulatory reform). Tip of the Spear Ventures’ Mergers & Acquisitions (M&A) Business Advisory Service was established to (1) assist those desiring to purchase a business, as well as (2) those business owners looking to exit or sell their existing business.
A recent UBS study titled Q1 Investor Watch Report, reports that nearly 60% (58%) of sampled wealthy investors would consider starting a business. The report also reflects 52% of existing business owners are looking to capitalize on the robust economy and sell within the next 5-years (20% would like to create a succession plan whereby heirs would take over the business responsibilities, while 18% say that they will opt to simply shut the business down). Why the large percentage of business owners looking to exit? The study found 2 succession reasons in particular:
- Succession plans whereby the business would be turned over to heirs reflect that these successors would rather have cash in the bank versus ownership in the business (82%).
- Millennials also reflect a propensity to hold back and not run a business, citing business ownership and entrepreneurship are simply too stressful (80%)
Tip of the Spear Ventures’ M&A Business Advisory Services seek to assist both those looking to purchase a business (Buy-side) as well as those looking to exit their business (Sell-side). Our services combine the best of counsel ranging from M&A expertise, Accountancy, and facts of Legal matters.
To find out more about Tip of the Spear Ventures’ M&A Business Advisory Services,please contact us by phone @ 855.97SPEAR (855 977 7327) or email: info@tipofthespearventures.com.
The Importance of a Mergers & Acquisitions Strategic Plan – 3 Tips!
The Point: The thought of acquiring another company can be a very seductive strategic plan when CEOs wish to improve corporate performance and overall growth. Companies spend a huge amount of money every year on acquisitions – yet studies have confirmed that the rate of failure among mergers & acquisitions is at an all time high (peak!). What exactly are the causes of these failures (and more importantly successes)? In this post, we’ll discuss the importance of a Mergers & Acquisitions Strategic Plan and provide 3 Tips… Enjoy!
What Leadership Does Wrong?
A large number of acquisitions miss the mark in regards to expectations since organizational leadership mistakenly attempts to coordinate candidates with the strategic aim behind the arrangement, neglecting to recognize bargains that may enhance current operations and those that could drastically change growth prospects of the company. These often make organizations pay the wrong price (i.e., overvalued) and integrate the acquisition wrongly.
There are two motivations behind acquiring a company, which most executives frequently befuddle. The first, and the most widely recognized one, is to increase your organization’s present performance – That is, to hold a superior position, while cutting expenses. The second, and less-known reason for acquiring a company, is to re-evaluate the mode of business operations through expense reduction – This is most likely to confound investors with spectacular pay off (especially when labor costs are slashed).
Integration often determines whether the acquisition will succeed or fail. You should be able to describe exactly what you are buying to foresee the way integration will play out.
One powerful way forecast effectively is to view the established targets/goals in its business model. Additionally, value is created and delivered through 4 interdependent elements of a business model:
– The customer value proposition is the first element
– The profit formula
– Available resources (such as technology, employees and cash)
– Lastly processes (including budget, R&D, manufacturing, and sales)
Three Tips of Having a Good Mergers & Acquisition Strategic Plan
Tip #1: Helps in Acquiring Resources That Command Premium Prices
Having plans to improve a new product or service is no guarantee to command a price premium. Buying improved components (compatible with their products) is a strategy that is routinely done by some companies to command premium prices.
Tip #2: It Helps to Lower Company Costs
Leadership often promise that an acquisition will lower costs, where in reality, it’s only possible in few scenarios, such as, and acquiring company with high fixed costs can expect higher profit potential. Most deals succeed using almost the same strategy.
The parent plugs some particular assets from the procurement into its current model, ejecting whatever is left of the acquired model and closing down, laying-off or offering redundant assets for sale. The execution help comes about because of utilizing the objective’s assets such that scale financial matters can drive down expenses. The strategic use of resources from the target will help in boosting performance and drive down costs
Tip #3: A Disruptive Business Model can be Acquired
Disruptive business models and products have been proven to be the most reliable sources of massive growth in both margins and revenues. Disruptive companies typically offer simpler and more affordable products than what bigger players offer. Their footholds are well secured in the low-end of a market and gradually step up to products with higher margin and performance.
SUMMARY
In Mergers & Acquisitions, we all believe that success will be the end result. However, wrong companies are being purchased daily for the erroneous motive, wrong elements are integrated into the wrong business models, and wrong measures of value used when pricing deals (This is a mess that shouldn’t be!) You must be able to predict accurately if a company under acquisition consideration is a great deal, or just a debacle in the waiting!
Sam Palazzolo
PS – If you or your organization are challenged as a result of M&A activity, please don’t hesitate to drop me a line and request future post titles! Here are a few of the other M&A titles previously published/in the works:
– Will Your M&A be a Success of Failure? (CLICK HERE)
– How to Successfully Survive Mergers & Acquisitions
– M&A: Creating Shareholder Value
– M&A: Should You Go For Stock or Cash?
What Makes M&A so Difficult to Execute Successfully? Top 3 Reasons!
The Point: Visualize a scenario where you buy a used car… There were test-drives available, you could examine both interior/exterior, even seek assistance from a trained mechanic to help assess the performance/stability of the car. Now, irrespective of all due diligence, the real fact is, whether you made a good purchase or otherwise, you will get real evidence after the purchase is made once you start riding around in it over time. Mergers &acquisition deals also have the same route and challenges – you can examine the existing business based on visible financial numbers, assumptions of potential fitness and advisory assistance from M&A advisors. With all these though, it’s only when all deals are made and the business needs to be moved forward that reality sets in – the dreaded difficulties and challenges may arise. In this post we’ll talk about what makes most mergers and acquisitions difficult to operate successfully… Enjoy!
Why Most Mergers & Acquisition Fail
Most people have read studies reporting the failure of most acquisitions to provide shareholder value – yet there have been an increasing M&A market with frothy valuations, not lacking willing buyers to venture.
A purchase with a high price often increases the task of creating a higher value. For the last decade, it has come to the understanding of many buyers that value is created from building real business value and NOT just from mere clever financial engineering and opportunistic buying.
Acquiring growth from new markets, customers and products are the major purpose for most mergers & acquisition – for profit maximization through the strategic potential of a deal. But are most firms really getting all of these? Statistics have confirmed it not to be the case. Discussed below are the reasons why executing M&A successfully can be difficult.
Top 3 Reasons Why Successfully Executing M&A is so Difficult
Reason #1: Not Executing the Integration Process
The post-merger integration has been a major challenge for many mergers & acquisitions deals. In order to identify crucial projects or products, key employees and all sensitive matters, there must be a well structured appraisal process in place. With this in place, there should also be a design for efficient integration/adoption of processes that will be supported with automation, consulting and possible outsourcing alternatives (so as to avoid deal complexity).
Reason #2: When Owners are NOT Involved
Most of the time, a limited role is assigned to advisors until a deal is completed. With this being made known, newly acquired entities are onus of their owners (or without). There should be involvement from owners starting from the establishment of the deal, to how the business will run and should allow advisors to play a role assisting (if need be). This will have a lifelong benefit to the organization as the owner will benefit from the experience of gaining tremendous key knowledge/insight and the all too important ability to execute.
Reason #3: Assuming Optimism Blindly
It is very common for buyers to assume that a targeted company operates just as the way they do things themselves. It must be noted that there are a lot of different approaches of operational functions by which companies operate by. The integration team should account for these differences when plans are being made. They should consciously make the right assumptions rather than aggressive ones.
We’ve worked with a large client for several years now… While each has the same corporate logo hanging out in front of their business, each operates dramatically different from one another on the inside!
SUMMARY
In this post we’ve discussed the topic of mergers & acquisition, and more indepth what makes M&A so difficult to execute successfully. From an outsiders seat there appears to be a need to enhance deal-making skills for acquiring a new business if lasting success is desired. A potential great company will learn from the three reasons given of mistakes made by rookies and improve, integrate the right process where owners will be involved, and consistently build capabilities needed for future growth.
Sam Palazzolo
PS – If you/your organization has challenges as a result of Mergers and Acquisition activity, please don’t hesitate to drop me a line and request future post titles! Here are a few other titles that are currently in the works:
- Will Your M&A be a Success or Failure? 3 Tips!
- Disrupting Your Industry with Exponential Growth: How Amazon’s Purchase of Whole Foods Upended Retailer’s Strategic Plan
- Mergers & Acquisition: Should You Go for Stock or Cash?
- The Importance of an M&A Strategic Plan
- Mergers & Acquisition: Creating Shareholder Value
- Mergers & Acquisition – Six Diversification Questions
- Mergers & Acquisitions: The Future in the Old/New Economy
- How to Successfully Survive Mergers & Acquisition
- Mergers & Acquisitions: The Problem with Acquisitions