Newco Navigators
M&A Advisor - Fundraiser - Sparring Partner

Cooperative strategies offer tangible advantages: strengthening mutual weaknesses, better access to capital and / or markets, division of costs and / or technology and efficiency gains to name just a few.

Such strategies nevertheless also pose significant operating challenges. Partnership building requires careful but time-consuming planning and the entire process must usually be managed without dedicated resources or know-how.

We support with an unbiased and candid, inside-out analysis of the business case and take on project-specific tasks such as:

• Strategy and milestone definition
• Preparation of resource plan and timeline
• Identify and screen potential partners
• Lead discussions / negotiations
• Steering committee /or operating roles[FS1]

Acquisitions have advantages over organic growth in many situations where speed, critical mass, access to technology and/or market penetration are crucial for success. Nevertheless, the process of acquiring companies is not always a core competence and requires specialized know-how and additional resources for an certain period. We fill this gap, analyzing and evaluating M&A options and coordinating the entire acquisition process. Our core services include:

• Identification and approach of potential target companies
• Preparation of asset or company valuations according to standard principles
• Efficient organization and execution of the due diligence phase
• Value-maximizing approaches to commercial negotiation

We also assist during post-merger integration to quickly realize synergies and help avoid pitfall.

The divestment of a company or parts thereof is usually an incisive event that can decide the fate of a career or even the success or failire of a company as a whole. Typical reasons for divestment may include:

• Portfolio considerations (i.e. concentration on core business)
• Strengthen equity basis (i.e. to enable alterative growth opportunities)
• Succession planning (i.e. sale, MBO, MBI)
• Exit planning / preparation (i.e. financial investors)
• Distressed situations (i.e. restructuring, insolvency)

We determine the optimal M&A / transaction strategy, usually beginning with the identification of any value-enhancing measures that can be implemented quickly before going to market. We prepare professional sales documentation (information memorandum, teaser, management presentation) and identify potential acquirers (long list). Together with the client we determine who to approach (“short list”) and proceed to secure indicative offers on that basis. In parallel, we assist preparing the data room and coordinate the overall M&A / due diligence process. We lead the negotiation process and are accustomed to working well  with other specialists (i.e. M&A lawyers, tax advisors).

The success (or failure) of a transaction is decided after closing, during the integration process. Opportunity and risk usually go hand-in-hand. The focus during integration is not only on realizing synergies but also on systematically managing risk, which is achievable with proper planning and excellent execution. Typically, the first 100 days are decisive to ensure that a transaction turns out to be value-enhancing in the long-term.

Goal setting is crucial in the initial phase but just as important are the identification of specific actions and agreement on a timeline to achieve them. Essential success factors and milestones must be defined and communicated in a highly transparent manner. To detect negative trends early, it is important to ensure proper lines of communication. Sufficient management capacity must be made available and goals pursued with tenacity and perseverance. Post-merger integration is always an iterative process, requiring a high degree of both flexibility and adaptability.

We systematically plan and execute post-merger integration processes and help avoid typical pitfalls, ultimately helping ensure the success of an acquisition.

External financing is often a prerequisite for many acquisitions, MBO/MBI structures and JV projects, the latter often as project financing. In young, VC-financed companies, fundraising must be established as a core competence. Fundraising is almost always a major strain on precious management resources and depending on the situation may require specialized know-how.

Typical services include:

• Analysis of capital requirements / allocation
• Organization / management of financing process
• Preparation of investment case (teaser, exposé)
• Identification and approach of potential financing partners
• Contract negotiations 

Regarding buy-side mandates, we support companies / investors in procuring acquisition and/or investment/project financing, including bridge loans and/or working capital financing.

If desired, we will support temporarily in operating capacities or roles, usually in the context of specific M&A transactions or strategic partnerships:

• Operating roles vis-à-vis implementation of strategic partnerships / JVs
• Operational support vis-à-vis implementation of M&A transactions
• Coordination of Post-Merger-Integration (PMI) efforts
• Operational support with fundraising projects

An unbiased, outside-in view is often helpful when implementing change projects – also to implement unpopular decisions.

If further manpower is required, we have access to a broad network of professional specialists.