The document provides an overview of mergers and acquisitions (M&A) market trends and the M&A process. It notes that global M&A volume increased 25% to $2 trillion in 2010, with US M&A volume growing 17% and middle market deals up 59%. The top drivers of M&A activity in 2010 and 2011 included equity market gains, favorable credit markets, and cash reserves driving corporate and financial sponsorship deals. The document outlines the typical M&A process, from initial preparation and marketing to negotiations, due diligence, and closing. It emphasizes maximizing deal value through differentiation, stable financial performance, strategic relationships, and market realities for entrepreneurs.
Obtaining a 360 degree view by conducting a thorough due diligence to ensure ...Kenny Ong
Marcus Evans Structuring and Financing M&A Conference
Singapore,12-13 July 2010
Obtaining a 360 degree view by conducting a thorough due diligence to ensure a successful acquisition
• Analysing the pre-offer preparation
• Amplifying internal fitment
• Focusing on areas for due diligence
• Balancing valuation with fitment
• Examining the key facets of negotiation
Obtaining a 360 degree view by conducting a thorough due diligence to ensure ...Kenny Ong
Marcus Evans Structuring and Financing M&A Conference
Singapore,12-13 July 2010
Obtaining a 360 degree view by conducting a thorough due diligence to ensure a successful acquisition
• Analysing the pre-offer preparation
• Amplifying internal fitment
• Focusing on areas for due diligence
• Balancing valuation with fitment
• Examining the key facets of negotiation
Exit Planning - Maximizing Value Through Pre-Transaction ReadinessDominic Brault
According to numerous surveys, more than half of business owners intend to transition ownership of their business during the next 10 years. Yet most business owners do not have a formal strategic or financial plan, and many are unaware of the possible tax and estate implications. As a result, there is a real need for business exit planning. A robust exit plan will help chart a course toward extracting maximum value from the company to reach the seller’s goals.
Intro to Corporate Venture Capital – Terms and Strategic Considerations | Mic...UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
See how a LeadLife customer successfully implemented a lead scoring and nurturing system within their organization that increased their qualified leads by 78% and decreased their buy cycle time from months to weeks.
By viewing this online presentation, you will also see how they :improved their overall conversation rates by 1.5-3x; increased the quality of leads going to Sales; expanded their transaction size and increased marketing ROI
If you would like to automate lead scoring and nurturing, improve quality of leads passed to sales, or gain visibility into your leads, this presentation is for you!
Exit Planning - Maximizing Value Through Pre-Transaction ReadinessDominic Brault
According to numerous surveys, more than half of business owners intend to transition ownership of their business during the next 10 years. Yet most business owners do not have a formal strategic or financial plan, and many are unaware of the possible tax and estate implications. As a result, there is a real need for business exit planning. A robust exit plan will help chart a course toward extracting maximum value from the company to reach the seller’s goals.
Intro to Corporate Venture Capital – Terms and Strategic Considerations | Mic...UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
See how a LeadLife customer successfully implemented a lead scoring and nurturing system within their organization that increased their qualified leads by 78% and decreased their buy cycle time from months to weeks.
By viewing this online presentation, you will also see how they :improved their overall conversation rates by 1.5-3x; increased the quality of leads going to Sales; expanded their transaction size and increased marketing ROI
If you would like to automate lead scoring and nurturing, improve quality of leads passed to sales, or gain visibility into your leads, this presentation is for you!
Business Owners - Succession and Transition Planning - Presented by VisionOneJoshua Kluver, MBA
If you are a business owner who will be transitioning your business (either to your children or by sale) in the next 5-10 years, this is a must see. Most business owners are not properly prepared to transition their business and this slide can help you start to think about what that looks like.
Business Plan, Business strategies, marketing plan, marketing strategies, sales plan, sales strategies, executive summary, competitors, small business plan, budget, forecast, business analysis, operations, personnel, mission, vision, jose cintron mba, mba4help.com
Mergers & Acquisitions Overview: Market, Process and Maximizing Your Value
1. Hank Nelson Monadnock Advisors LLC. Mergers & Acquisitions Overview Market Overview – M & A Process Maximizing Value
2. M & A Market Overview 2010 Global M&A volume increased 25% $2 Trillion U.S. M&A volume grew 17% Aggregate number of transactions increased 34% Record number of transactions Middle market deals up 59%, volume 72% Number of deals under $100M jumped 58% Enterprise Value/EBITDA 8.6 compared to 7.6 Acceleration 2H FY10
3. M & A Market Overview 2010 Drivers: Equity market gains Favorable credit markets Cash/capital stockpiles driving corporations and financial sponsorship activity Moderate economic recovery – Global GDP 4% Returned focus on growth vs operational efficiencies
4. U.S. M & A Activity Source: Software Equity Group 2010
6. M & A Definitions EV – Enterprise Value EBITDA – Earnings Before Interest Taxes Depreciation & Amortization M & A Measurements EV/Revenues – Multiple of Revenues 1.0x EV/EBITDA – Multiple of EBITDA 9.0x Comparables Multiples for public companies similar sector – size Announced transactions Discounted for size, lack of liquidity, concentration
8. M & A Overview 2011 General outlook - continued growth from 2H FY10 R. Blair & Co. “Dollar volumes would be consistent with levels achieved in 2005 record year of the previous M&A recovery.” Pepperdine Survey IB’s – Private Sale Increase 51% Significant Increase 21% Drivers: Strategic buyers flush with cash $2T in U.S. Co. Modest economic growth projected M & A perceived as best way for growth Financial sponsors (PE) opportunity Smaller companies- Make vs. Buy Credit markets in play Timing….
9. M & A Process Role of the M & A Advisor Quarterback of Advisory Team Legal, Tax, Accounting, Wealth Mgmt Operations Consultant Strategy Advisor Preparation for Sale Marketer of Business Deal Technician Financial Advisor
10. M & A Process M & A Advisor: Cultivate relationship(s) as part of your company development process Free advice – market knowledge, timing, business model Forces outward discussion and viewpoint Excellent preparation for first time seller Ability to respond immediately to any inquiries
11. M & A Process Marketing Marketing Document Prep Business Review Negotiations Screening and Planning Transactions Business Model Historical Financials Recast Financials Projections Offering Memorandum Executive Summary Management Presentation Marketing Plan Industry Research Selection Targets Determine Goals and Objectives Company Review : Strategic, Operational, Financial, Competitive Bidding Select Finalist Structure of Transaction Asset vs Stock Indemnification Reps & Warranties Purchase Agreement Identify Weaknesses Improve Operations Develop a Buyers View Data Room Confidentiality Agreement Estate Planning Execute Agreement Funds Transfer Letter of Intent Final Due Diligence Term Sheet Taxes Contact and CA Meetings Due Diligence Establish Marketability Realistic Valuation Review Process Engagement 6 -12 Month Process
12. M & A Process Process Control Change Point 2 Competitive Bidding Offering Memorandum Seller 3 Executive Summary 1 Closing 4 7 Letter of Intent Preparation - NO Surprises Buyer 6 5 Due Diligence P&S Agreement Time is the Enemy 6 -12 Months Process
13. M & A Process Degradation of Value: Lack of a business plan or projections Due diligence preparation – surprises Intellectual property - protection or documentation Missing projections - timelines Lose focus on business Customer references Employees
14. Maximize Value - Range of Values Synergy Value Sale to an Outside Buyer - company Recapitalization –Angel, VC, PE Investment Value Management Buyout Investment Value (structured) Employee Stock Ownership Plans Fair market Value Gifting Fair market Value
15. M & A Maximizing Value Primary types of buyers: Strategic: Competition – Vendors Desire specific aspect – technology –customer base New market entrant, leverage internal resource (marketing sales/distribution) Financial: Angel, VC, Private Equity, Individuals Focus on cash flow from business Business base from which to grow – platform Theoretically paying for the present value of the future cash flows – usually applied by applying multiple price periods Hybrid: Add-ons, Consolidations, Rollups, Product Market share but with cash flow that can be enhanced through improved relationships/distribution
16. Risk vs. Return by Investor Class Risk Angel Investor VC Investor PE Investor Strategic Buyer Multiple
17. Risk Assessment = EBITDA Multiple Private Business – Growing -Mature 100 12% 100 17% = 5.9x = 8.3x Higher Risk Assessment by buyer will generate a lower EBITDA Multiple Private Business – Mid Stage/SMB 100 35% 100 25% = 2.9x = 4.0x
18. Maximizing Value - Valuation Drivers Investment Risk Investment Consideration Cyclical Capital Intensive Commodity Market Share Driven New Competition Threat Management Selling out IP, Owners, Competition Stable and Predictable High Return on Capital Brand Name Growing Industry Recurring Revenue Alignment of Interest Technology
19. M & A - Maximizing Value Differentiators: Company vision Technology – product Customer base Employees Business model Financial performance Stability – (ability to sell future) Strategic relationships (gateway)
20. M & A Maximizing Value Market Reality for the Entrepreneur: Companies no longer look at one opportunity to satisfy needs, but evaluate, compare, assigning weighted value and risk Large companies are presented hundreds or more opportunities a month for 5- 15 deals a year Need to differentiate Market is usually the determinant of time to sell
21. M & A M & A is a process not an event Hank Nelson Monadnock Advisors LLC. hnelson@monadnockadvisors.net www.monadnockadvisors.net