Failure to achieve sustainable growth after mergers and acquisitions is due to the unpreparedness of organizational members and leaders when planning to merge and acquire. The weakness of the organization is preparing, analyzing and implementing all of its resources to support mergers and acquisitions contained in finance, sales and marketing, production, supply chain, human resources and legal issues (governance risk and compliance)

1. STRATEGY IMPLEMENTATION
MERGER & ACQUISITION
A practical guide to conducting Mergers &
Acquisitions to achieve Competitive Business and
Sustainable Growth as Market Leaders in the Era of
AFTA (Asia Free Trade Area) and Global Competition
Presented by
SETIONO WINARDI
Business and Management Expert
E. maswin1967@gmail.com M.+6281315421509

2. BACKGROUND
a. Growth or diversification
b. Synergy
c. Increase funds
d. Add management and technology skills
e. Tax considerations
f. Increase owner liquidity
g. Protect yourself from expropriation

3. UNDERSTANDING
Merger is a process of merging two or more companies into one
company only, where the company takes by uniting shares in the form of
assets and non-assets of the merged company.
Companies that merge with other companies must have at least 50% of
the shares and the rest can be owned by investors from outside the
company. In this case the buying company will continue its name and
identity, the buying company will also take both the assets and liabilities of
the purchased company
An acquisition is a purchase of a company by another company or by a
group of investors.Acquisitions are often used to maintain the availability
of raw material supply or guarantee that the product will be absorbed by
the market.
Acquisition comes from an English word acquisition which means
takeover.The word acquisition originally comes from the Latin, acquisition,
from the verb acquirere.

4. ADVANTAGE AND
DISADVANTAGE OF
MERGER AND
ACQUISITION

5. MERGER
ADVANTAGE
Takeovers through
mergers are simpler
and cheaper than
other takeovers
DISADVANTAGE
Compared to the
merger acquisition,
there are some
drawbacks, namely
there must be an
agreement from the
shareholders of each
company, whereas to
get the agreement
requires a long time

6. ACQUISITION
ADVANTAGE
1. Share acquisition does not
require a shareholder meeting
and shareholder vote
2. In the Stock Acquisition, the
buying company can deal
directly with the shareholders
of the purchased company
3. The acquisition of shares can
be used to take over a hostile
company (hostile takeover).
4. The acquisition of assets
requires a shareholder vote but
does not require a majority of
shareholder votes
DISADVANTAGE
1. If enough minority shareholders
do not approve of the takeover,
the acquisition will be canceled.
In general, the company's articles
of association determine at least
two-thirds (around 67%) of the
votes agreed on the acquisition so
that the acquisition takes place.
2. If the company takes over all the
shares purchased, a merger will
occur.
3. Basically the purchase of every
asset in the acquisition of assets
must be legally reversed so that it
causes high legal costs.

7. KEY POINT MERGER & ACQUISITION
1. Sales and Marketing
2. Finance
3. Supply Chain
4. Governance Risk and Compliance (Legal
Issue)
5. Production
6. Human Resources

8. SALES AND MARKETING
Marketing
1. Brand Image product
2. Customer loyalty
3. Wide range areas
4. Market share product
Sales
1. Price and Transfer
pricing
2. Sales Volume
3. Customer’s Typical
4. Payment method and
duration

9. FINANCE
1. Account payable
2. Account receivable
3. Asset value (Previous, Current and Future)
4. Earnings Before Interest Taxes Depreciation
and Amortization (EBITDA)
5. Unqualified opinion by Public Accountant
6. Cash on hand (saving, deposit, current
account)

10. SUPPLY CHAIN
1. Product on buffer stocks
2. Availability product at customer
3. Time delivery product to customer
4. Time delivery raw material supply
5. Distribution channel
6. Raw material supply
7. Buffer stock raw material

11. LEGAL
1. Sales Contracts (Commercial Law)
2. Supply Contracts (Vendor Management)
3. Insurance Contracts
4. Governance Compliance
5. Lawsuits from third party
6. Intellectual property rights
7. Shares holder meeting approval for
corporate action

12. PRODUCTION
1. Number production (Volume Production)
for finish product
2. Availability raw material
3. Maintenance and spare parts equipment
4. Availability stocks (Raw Material and
Finish Product)

13. HUMAN RESOURCES
1. Talent pool
2. Regeneration of man power
3. Career path
4. Salary and benefit
5. Organization culture
6. Leadership style
7. Organization development program
8. Union worker

14. LET ME KNOW TO HAVE MORE
DETAILS, WE WILL HELP YOU TO
ACHIEVE TARGET DESIGNATED
ANY QUESTION???

15. THANKYOU