Sample Engagements: M&A Advisory

Post Merger Integration (2 Examples)

Overview: A third party logistics transportation company purchased a competitor that provided technology and support services to the suppliers. The purchase was critical to the roll-out of the new strategy to monetize the supply side of the business by providing support services.

Approach: We were engaged 60 days before the close of the deal to develop a day one plan and a post merger integration plan. The technology and back-office team and systems needed to be fully integrated within 6 months of the close of the deal to support the roll-out of the new strategy.

Results: The target company was fully integrated and within 6 months to successfully support the roll-out of the new strategy.

Overview: A real-estate services firm purchased a Canadian operation to be the new hub of their asset services business and also purchased a brokerage business in the mid-west. The two target companies represented 1,500 new employees. Both the acquisitions needed to be fully integrated in 5 months to support the new financial and strategic planning cycle. Both acquisitions closed within 30 days of each other and the planning started approximately 60 days before the close date of the deals.

Approach: We developed 2 custom integration strategies. The Canadian operation leveraged a strategy where the target company became the new operations model and the existing operation was merged onto the target companies platform except for finance and HR. Finance and HR adopt the acquirers process. The Mid west company leveraged a different integration strategy: Fully adopt the acquirers process, technology and culture. Although there were 2 different implementation methodologies, we had to leverage one client team to deliver both integrations.

Results: Both companies were fully integrated in under 7 months realizing nearly $9M in synergies. The project was delivered on-time and with lower than anticipated integration costs.

Breakup & Carveout (2 Examples)

Overview: A large distributor of food and beverage machines was broken-up into 9 distinct geographies and sold off in parts to optimize the sale price of the sale. The sale required the units to be carved-up and sold over-time but be supported by a transition services agreement (TSA) while the acquirers were transitioning the units to their systems and support platforms.

Approach: We had to design a carve-out approach that would allow the selling entity to efficiently manage the operations, while supporting the acquirers with critical services for 90-120 days post close. It was critical to manage operating expenses tightly while meeting the obligations of the TSA that had severed penalties for under performance.

Results: All units were successfully sold and carved-out of the selling entity while all budgets and the targeted operating expense for the selling unit was realized.

Overview: A $200M appraisal business decided to exit the real-estate and local tax business due to recurring under performance. The transaction closed on the January 1st and the client wanted the business fully carved-out and transitioned in 4 months to minimize any distraction for the management team.

Approach: Rapidly built a consulting team 2 weeks before the close of the deal, negotiated a TSA within 2 weeks to effectuate the close and developed a carve-out approach with the acquirer in 30 days from the start of the project. A cross functional team was built with the client to execute the carve-out and the entire was put under the direction of an IMO / PMO.

Results: The unit was fully carved out in 4 months from the close of the deal, no TSA penalties were incurred and the project cost met budget.