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The document outlines the key steps in a mergers and acquisitions (M&A) framework, including understanding business requirements, identifying targets, conducting due diligence, negotiations, integration, and performance monitoring. It discusses determining growth opportunities, setting M&A criteria, assessing strategic and financial fit of targets, valuation, and deal closing. The framework is meant to guide companies through the M&A process from initial planning to post-acquisition monitoring.

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Mergers And Acquisitions Framework Your Company Name
M&A – Key Steps Understanding Your Business Requirement For Inorganic Opportunities Types Of M&A Determine Growth Markets/Services Set The M&A Criteria Identify Merger And Acquisition Targets Assess Strategic Financial Position And Fit M&A Synergy B4 Make A Go/No-go Decision Conduct Valuation Perform Due Diligence Negotiation Purchase And Sale Contracts Closing And Integration Of The Acquisition Implement Transaction And Monitor Ongoing Performance 2
3 Company Overview Clientele CFO CMO COO CEO & MD Key Management Introduction This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Mission This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Vision This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
Business & Financial Overview 1,703 2,022 3,184 3,477 4,633 6,421 21.0% 18.9% 33.5% 24.6% 22.0% 25.9% 47.0% 30.0% 37.6% 29.1% 29.3% 31.6% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 0 2,500 5,000 7,500 FY13 FY14 FY15 FY16 FY17 FY18E Revenue (INR mn) Profit Margin EBITDA Margin Current Key Offerings Service Area Offerings Service 1 Details Service 2 Details Service 3 Details Service 4 Details Revenue by Geography Service Area Offerings Service 1 Details Service 2 Details Service 3 Details Service 4 Details Current Technology Used Technology 1 Key Features Technology 2 Key Features 4 To have a better understanding of the business, enter the key service areas, Revenue by geographies, key financials and the technology that is being currently used in the company. These parameters can also be changed as per the requirement
Requirement For Inorganic Opportunity 01 02 03 04 This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Increase Geographical Presence This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Offer New Service This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Increase Market Share This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Technology Transfer 5
Rationale behind expanding in to this particular geography Mention Geographies you want to expand Benefits of bringing in new technology New technology you want to bring Benefits Of Acquiring New Company Key synergies that would be created after acquisition Product/Service you want to include Demand and market size for the particular product/service Determining New Growth Market/Services 6 After identifying the requirement for inorganic opportunities, this slide goes in detail about each of the discussed parameters
Types of Inorganic Opportunities Market Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Vertical Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Product Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Acquisition This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Conglomerate This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Horizontal Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. 7 Highlight the relevant opportunity which you would like to opt for among others
8 Types of Inorganic Opportunities Horizontal Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Conglomerate This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Acquisition This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Market Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Product Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Vertical Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Highlight the relevant opportunity which you would like to opt for among others
Setting The M&A Criteria Deal Size USD 15-20 MM Target Company Revenue USD 25-30 MM Industry Retailing E-Commerce Country US, UK Target Company PAT Margins 15%-20% New Analytical Tool Product/Service 9 Finalize the criteria which you would choose for the target company you want to merge/acquire This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
Identifying Targets Service Area Country Product/Service Industry Deal Size Target Company Revenue Target Company PAT Margins Company A Text Here Text Here Text Here Text Here Text Here Text Here Company B Text Here Text Here Text Here Text Here Text Here Text Here Company C Text Here Text Here Text Here Text Here Text Here Text Here Company D Text Here Text Here Text Here Text Here Text Here Text Here 10 For each target company, mention the name of country, product, Industry, size of the deal, revenue and profit margins. These parameters can be altered as per the criteria set by the company
Balance Sheet - KPIs (Tabular Form) All figures in USD MM Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Shareholders‘ Equity 529.8 1,067.8 1,294.6 1,632.4 529.8 Non–current Liabilities 535.0 548.2 513.5 989.0 535.0 Short–term Borrowings 439.8 622.7 720.6 1,603.8 439.8 Trade Payables 352.9 508.9 760.4 433.7 352.9 Other Current Liabilities 5.9 147.3 289.5 372.6 5.9 Short Term Provisions 21.4 6.2 15.0 28.0 21.4 Current Liabilities 820.1 1,285.0 1,785.5 2,438.1 820.1 Total Liabilities 1,760.4 2,678.1 3,316.3 4,730.4 1,760.4 11 Details of the shortlisted Target Company will be entered here
Balance Sheet - KPIs (Tabular Form) Total Fixed Assets 803.2 1,034.6 1,159.5 1,751.3 Non–current Investments 26.6 26.6 104.5 26.6 Long Term Loans And Advances - 8.0 73.4 204.8 Other Non–Current Assets - 13.8 - - Current Investments - - - 77.9 Inventories 341.3 731.3 771.3 1,215.8 Trade Receivables 477.6 605.1 996.1 1,061.3 Cash And Bank Balances 33.0 89.5 132.2 258.8 Short–Term Loans & Advances 75.8 169.1 76.9 131.6 Other Current Assets Current Assets Total Assets 1,760.4 2,678.1 3,316.3 4,730.4 12 Details of the shortlisted Target Company will be entered here
Cash Flow Statement - KPIs Financing Activities 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Net Increase In Cash 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Investing Activities 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Operations 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 13 Details of the shortlisted Target Company will be entered here
Cash Flow Statement - KPIs (Tabular Form) All figures in $ MM FY12 FY13 FY14 FY15 Cash Flow From Operations 3,184 3,476 4,621 6,168 Cash Flow From Investing Activities 723 781 834 1,210 Cash Flow From Financing Activities 326 337 223 459 Change In Cash & Cash Equivalents 1,017 1,303 1,490 1,836 14 Details of the shortlisted Target Company will be entered here
Financial Projections – P&L Income Statement (USD MM) Mar-13 Mar-14 Mar-15 Mar-16 Mar-17 Mar-18 Mar-19 Mar-20 Mar-21 Mar-22 Net Sales 1,703.1 2,022.0 3,184.5 3,476.6 4,632.6 6,421.4 8,542.4 11,451.0 14,418.8 18,109.4 20,979.0 Expenses Cost Of Goods Sold 1,282.5 1,374.7 2,028.2 2,200.4 2,859.0 4,148.2 5,467.2 7,271.4 9,156.0 11,499.5 13,321.7 Employee Benefit Expense 92.1 128.4 155.6 226.5 280.5 321.1 507.2 583.9 675.3 875.4 962.3 Other Expenses 71.2 167.3 265.6 299.7 552.9 570.1 728.9 939.7 1,162.5 1,429.8 1,667.8 Ebitda 261.3 361.6 746.9 781.8 971.7 1,409.1 1,868.5 2,687.8 3,459.5 4,342.0 5,067.7 % Ebitda 15.3% 17.8% 23.4% 22.3% 20.8% 21.9% 21.8% 23.4% 23.9% 23.9% 24.1% Financing Cost 66.9 128.8 198.1 273.9 293.0 305.3 361.9 423.0 500.6 646.0 786.3 Profit After Tax 162.0 187.7 350.0 337.7 409.5 691.5 972.9 1,614.7 2,109.5 2,361.8 2,742.3 % Pat 9.5% 9.2% 11.0% 9.6% 8.8% 10.7% 11.4% 14.1% 14.6% 13.0% 13.0% 15 Details of the shortlisted Target Company will be entered here
Financial Projections – P&L Balance Sheet (USD MM) Mar-13 Mar-14 Mar-15 Mar-16 Mar-17 Mar-18 Mar-19 Mar-20 Mar-21 Mar-22 Mar-23 Shareholders‘ Equity 529.8 1,067.8 1,294.6 1,632.4 1,856.0 3,247.5 4,220.4 5,835.2 7,944.6 10,306.4 13,048.6 Non–current Liabilities 535.0 548.2 513.5 989.0 1,155.0 1,033.3 829.1 744.2 569.8 1,285.4 1,283.5 Short–term Borrowings 439.8 622.7 720.6 1,603.8 1,681.6 2,139.6 2,835.0 3,813.4 4,797.6 5,982.1 6,897.9 Trade Payables 352.9 508.9 760.4 433.7 682.6 852.4 1,123.4 1,494.1 1,881.4 2,362.9 2,737.3 Current Liabilities 820.1 1,285.0 1,785.5 2,438.1 3,258.5 4,097.1 5,434.9 7,287.5 9,170.6 11,472.5 13,252.3 Total Liabilities 1,760.4 2,678.1 3,316.3 4,730.4 5,904.1 8,012.6 10,119.1 13,501.5 17,319.7 22,699.0 27,219.1 Total Fixed Assets 803.2 1,034.6 1,159.5 1,751.3 2,073.3 2,734.8 2,726.7 2,848.2 2,943.7 4,462.7 4,693.7 Inventories 341.3 731.3 771.3 1,215.8 1,355.2 2,120.6 2,754.6 3,649.3 4,569.9 5,730.8 6,627.5 Trade Receivables 477.6 605.1 996.1 1,061.3 1,713.1 2,068.3 2,742.9 3,657.9 4,596.4 5,752.4 6,637.4 Cash And Bank Balances 33.0 89.5 132.2 258.8 264.4 375.5 1,018.9 2,288.3 3,948.9 5,287.4 7,542.8 Short–term Loans & Advances 75.8 169.1 76.9 131.6 290.6 325.8 387.1 456.4 530.7 623.2 702.2 Current Assets 930.5 1,595.1 1,978.8 2,747.8 3,624.0 4,890.9 6,904.1 10,052.5 13,646.5 17,394.5 21,510.6 Total Assets 1,760.4 2,678.1 3,316.3 4,730.4 5,904.1 8,012.6 10,119.1 13,501.5 17,319.7 22,699.0 27,219.1 16
Key Financial Ratios (1/2) Return On Assets Q2 FY18 10% Price-To-earnings P/E Ratio Q2 FY18 10 Price-To-Earnings P/E Ratio Q2 FY18 10% Current Ratio Q2 FY18 10 Price-To-Earnings P/E Ratio Q2 FY18 10% Debt To Equity Ratio Q2 FY18 10 Return On Assets Q2 FY18 10% Price-To-Earning P/E Ratio Q1 FY18 10 17
Liquidity Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Profitability Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Activity Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Solvency Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Key Financial Ratios (2/2) 18
Liquidity Ratios Quick Ratio: Current Assets/ Current liabilities Year FY16 FY17 FY18 FY19 FY20 Quick Ratio 3 2 1.5 2 4 Current Ratio: Current Assets/ Current liabilities Year FY16 FY17 FY18 FY19 FY20 Current Ratio 4 5 6 4 3 3 2 1.5 2 4 0 2 4 6 8 Category 1 Quick Ratio FY 16 FY17 FY18 FY19 FY20 4 5 6 4 3 0 2 4 6 8 Category 1 Current Ratio FY16 FY17 FY18 FY19 FY20 19 Details of the shortlisted Target Company will be entered here
Profitability Ratios (1/3) Profit Ratio: Gross Profit / Net Sales Year FY16 FY17 FY18 FY19 FY20 Gross Profit Ratio 45 42 37 18 32 Net Profit Ratio: Net Profit after Tax/ Net Sales Year FY16 FY17 FY18 FY19 FY20 Net Profit Ratio 55.2 45.8 35.2 28.8 25.5 20 Details of the shortlisted Target Company will be entered here 32 18 37 42 45 0 10 20 30 40 50 Category1 Gross Profit Ratio FY20 FY19 FY18 FY17 Column1 25.5 28.8 35.2 45.8 55.2 0 10 20 30 40 50 60 Category1 Net Profit Ratio FY20 FY19 FY18 FY17 FY16
Profitability Ratios (2/3) Earning per Share: Net Income – Preferred Dividends / Weighted shares outstanding Year FY16 FY17 FY18 FY19 FY20 EPS Ratio 12 17 9 13 16 Price to Earning Ratio: Market Value price per share / Earnings per share Year FY16 FY17 FY18 FY19 FY20 PE Ratio 23 12 28 35 43 23 12 28 35 43 0 10 20 30 40 50 Category 1 PE Ratio FY16 FY17 FY18 FY19 FY20 12 17 9 13 16 0 5 10 15 20 Category 1 EPS Ratio FY 16 FY17 FY18 FY19 FY20 21 Details of the shortlisted Target Company will be entered here
Profitability Ratios (3/3) ROA: Net Income / Total Assets Year FY16 FY17 FY18 FY19 FY20 ROA Ratio 11 13 16 19 22 ROCE: Net Operating Profit/ Employed Capital Year FY16 FY17 FY18 FY19 FY20 ROCE Ratio 2 3 3.5 4 4.5 2 3 3.5 4 4.5 0 1 2 3 4 5 Category 1 ROCE FY16 FY17 FY18 FY19 FY20 11 13 16 19 22 0 5 10 15 20 25 Category 1 ROA FY 16 FY17 FY18 FY19 FY20 22 Details of the shortlisted Target Company will be entered here
Activity Ratios (1/2) Receivables Turnover: Net Credit Sales / Average Accounts Receivable Year FY16 FY17 FY18 FY19 FY20 Receivable Ratio 1.4 2.3 3 5 7 Inventory Turnover: COGS / Avg Inventory Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 1.6 2.6 3.2 4.3 6.1 1.6 2.6 3.2 4.3 6.1 0 1 2 3 4 5 6 7 Category 1 FY16 FY17 FY18 FY19 FY20 Inventory Turnover 1.4 2.3 3 5 7 0 1 2 3 4 5 6 7 8 Category 1 FY 16 FY17 FY18 FY19 FY20 Receivables Turnover 23 Details of the shortlisted Target Company will be entered here
Activity Ratios (2/2) Total Asset Turnover: Net Sales / Average Total Assets Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 1.2 2.1 2.7 3.4 4.8 Fixed Assets Turnover: Net Sales / Fixed Assets Year FY16 FY17 FY18 FY19 FY20 Receivabl e Ratio 6.5 12.4 7.1 9.5 15.4 Fixed Asset Turnover 6.5 12.4 7.1 9.5 15.4 0 5 10 15 20 Category 1 FY 16 FY17 FY18 FY19 FY20 1.2 2.1 2.7 3.4 4.8 0 1 2 3 4 5 6 Category 1 FY16 FY17 FY18 FY19 FY20 Total Asset Turnover 24 Details of the shortlisted Target Company will be entered here
Solvency Ratios Debt-Equity Ratio: Total Liabilities ÷ Total Equity Year FY16 FY17 FY18 FY19 FY20 Receivable Ratio 20.6 9.5 34.6 25.2 31.3 20.6 9.5 34.6 25.2 31.3 0 5 10 15 20 25 30 35 40 Category 1 FY16 FY17 FY18 FY19 FY20 Debt-Equity Ratio 7.3 12.1 6.2 16.8 14.3 0 2 4 6 8 10 12 14 16 18 Category 1 FY 16 FY17 FY18 FY19 FY20 TIE Ratio Time Interest Earned Ratio: EBIT/ Interest Expense Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 7.3 12.1 6.2 16.8 14.3 25 Details of the shortlisted Target Company will be entered here
M&A Synergy Framework Merger Synergies Revenue growth, Commercial Optimization Operational Optimization Reduction in Financial cost & Investment » New Product Development » Brand Repositioning » Optimize sales chain » Cross-Selling » Improve Price formulation strategies » Strategic Sourcing » Procurement Optimization » Cost reduction in all functions » Working Capital Reduction » Sale of assets Typical Opportunity Areas Increase in Revenue 5% Reduction in Operational Cost 15% 12% Reduction in working capital Typical Synergy Value 26 A positive synergy is to be created out of a merger/acquisition. We have identified some common synergies that are generated along with the relevant examples
Company Valuation Methodologies 27 Book Value Method Liquidation Value Method Replacement Value Method Discounted Free Cash Flow Method Capitalization of Earning Method Comparable Company Market Multiple Method Comparable Transaction Multiple Method Market Value Method Contingent Claim Valuation Place of Recent Investment Method Rule of Thumb Methodologies Asset Based Method Income Based Method Market Based Method Other Method We have listed out all the commonly used valuation methodologies. Highlight the one which you are going to use. Since DCF and relative valuation is the most commonly used method, we have discussed it in detail in the later slides This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
Beta This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 2.4% Infinite Growth Rate This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 3.1% Weighted Average Cost of Capital This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 7.3% Cost of Debt This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 8.4% Cost of Equity This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 15% Discounted Free Cash Flow (DCF) Technique – Data Set 28
Determining Free Cash Flow Year 1 Year 2 Year 3 Year 4 Year 5 Revenue 15000 16000 17000 18000 19000 EBITDA 8954 9898 10941 12093 12367 Less: D&A 1112 1222 1343 1476 1623 EBIT 7842 8676 9598 10617 11745 Less: Taxes (35%) 2745 3037 3359 3716 4111 Tax adjusted EBIT 5097 5639 6239 6901 7634 Plus: D&A 1112 1222 1343 1476 1623 Less: Capital Expenditure 1750 1750 1750 1750 1750 Less: Change in Net Working Capital 318 350 384 423 465 Free Cash Flow 4141 4762 5447 6205 7042 29 Calculate the free cash flow to the firm after entering all the details
Valuation Results Valuation (USD) NPV1 of Explicit Value 27,645 NPV of Terminal Period 125,934 Enterprise Value 153,579 Add: Cash 7,969 Gross Enterprise Value 161,548 Less: Debt 6,470 Equity Value 155,077 Outstanding Shares 2,446,645,889 Value Per Share ($) 63.38 Valuation Results All Figures in $ MM Note: 1NPV = Net Present Value 30 The following methodology will help in determining the Equity value & Value per share of the company
Relative Valuation Summary P/E2 EV/EBITDA3 Company Price Shares Market Cap EV1 FY 18 FY 19E FY 20E FY 18 FY 19E FY 20E Company A 17.8 600.0 10,680.0 11,805.0 13.6 11.7 15.8 12.4 10.6 14.4 Company B 16.3 542.0 8,834.6 9,000.0 12.5 12.4 13.5 11.4 11.3 12.3 Company C 14.2 523.0 7,426.6 8,000.0 16.3 15.7 17.4 14.8 14.3 15.8 Company D 15.3 698.0 10,679.4 12,000.0 10.2 16.8 14.7 9.3 15.3 13.4 Company E 16.9 789.0 13,334.1 15,000.0 12.6 15.2 10.2 11.5 13.8 9.3 Company F 15.7 332.0 5,212.4 6,000.0 13.9 12.8 19.5 12.6 11.6 17.7 Median 13.6x 12.4x 10.9x 13.5x 12.7x 10.7x Mean 13.4x 11.7x 10.5x 13.5x 11.8x 10.6x Min 7.7x 7.5x 10.6x 7.8x 7.2x 10.7x Max 16.5x 15.1x 12.5x 16.8x 15.7x 12.9x 1EV=Enterprise Value; 2P/E= Price to Earning Ratio; EBITDA = Earnings before Interest, taxes, depreciation & amortization 31
Business Due-Diligence Process Terms of Engagement In this stage, the terms of the business due diligence are decided between the parties and a non-disclosure agreement is signed. Example-: Cost structures, Customer Base, etc. Mention key points/strategies, if any, in each step Operational Due Diligence The operational data and information about the business are measured, gathered and documented. Example -: Revenue Expenses, Profitability, Cash Flow , Assets and Liabilities. Mention key points/strategies, if any, in each step Financial Due Diligence The financial statements, data and information of the business are gathered, validated and documented . Example-:Tax Payments, Litigations, Registrations, Intellectual property Mention key points/strategies, if any, in each step Legal Due Diligence The legal and regulatory data and information of the business are gathered, validated and documented Mention key points/strategies, if any, in each step The results of the business due-diligence process is shared to the Buyer and/or Seller Reporting of Information Mention key points/strategies, if any, in each step 32
Strategic Due-Diligence Methodology Baseline Starting situation » Collection of data & review » Market research » Business studies » Latest Technology Assess market segment & growth trends » Conduct external interviews » Understand customer behavior » Validation of market size & trend » Understanding the Industry business model Review Business Plan » Analysis of income statement » Industry Benchmarking » Synergy Analysis » Internal Company Analysis » Internal Company analysis to support current strategy Assess Skills & Capabilities Profile Key competitor strategies & technology trends » Focused group discussions and interviews of customers, top employee from competitive firms » Identify the major trends in technology & competitor responses Summary & Recommendations » Perception on technological & competitive landscape » Consensus on business plan » Identification of Risk & Risk mitigation strategies Stress test corporate strategy » Understand the business strategy in detail » Assess the employee & Organizational fit within the strategy » Check whether the marketing, finance and other financial strategies are in line with the vision & mission of the company 01 03 04 05 06 0702 33
Post Merger Integration Framework » Organizational structure » Process Organization » Shared Services » Centre of Excellence Organization/Processes » Make or buy » Supplier choice/prioritization » Competitive Sourcing » Delivery condition Purchasing Production » Production Strategy » Site choice » Production layout HR Culture » Staff structure » Task and responsibilities » Job Profiles » Cultural Integration Supply chain Management/Logistics » Supply chain organization » Process harmonization/Process optimization » Warehouse storage » outsourcing Marketing /Sales » Branding » Corporate identity/corporate design » Sales strategy » Sales organization PM Office/PM Strategy/PM Measures 01 02 0304 05 06 360 Degree PMI Model 34 Under each function of an organization, there would be an effect due to the merger/acquisition process. Mention the integration effect under each of them
Post Merger Integration Challenges Inadequate Integration A lack of synchronization throughout the IT infrastructure can result in difficulties with everyday business processes, producing complications and slowing down overall operations Lack of Visibility Unless the two merged companies have established a customer data integration system, procuring an updated single view of the customer is essential Data Amalgamation Data amalgamation makes certain that companies have access to updated information across the entire organization regardless of whether it resides on premise or in the cloud. Compliance & Regulation Compliance issues are likely as two converging businesses do not have the same levels of compliance. Policies, contracts and guidelines are essential and regular enforcement, visibility and control is required to permit organizations to run smoothly Investment Community Does the M&A adds value to the firm? Are there any positive synergies involved? Cross-selling of products could annoy customers. Apart from that, if there aren’t any demonstrable changes, customer could question the M&A, since there is nothing in it for them Customers Through Clear communication, Employees must be stated about the change in their roles & responsibilities, if any, to avoid any overlapping of responsibilities among themselves Employees 35 We have listed out some of the key challenges faced after post merger/acquisition. Alter it as per your requirement
M&A Performance Tracker 20% % increase in the Shareholder Value This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 7% % increase in P/E ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 20% % increase in Production Capacity This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 5% % increase in Current EPS This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 15% % increase in the Free Cash Flow the firm This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 36 These key indicators can only be measured after some duration when the merger/acquisition process is closed.
Mergers And Acquisitions Framework Icon Slide 37
11:00am-11:15am Coffee Time 38
Charts & Graphs 39
Stacked Bar 0 10 20 30 40 50 60 70 80 90 100 Q1 Q2 Q3 Q4 (InPercentage) » Product 01 » Product 02 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 40
Stacked Area-Clustered Column 0 1 2 3 4 5 6 7 8 9 10 FY01 FY02 FY03 FY04 Inpercentage » Product 01 » Product 02 » Product 03 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 41
Stacked Line With Markers 0 10 20 30 40 50 60 Task1 Task2 Task3 Task4 Task5 Task6 Task7 Task8 Task9 Task10 Task11 Task12 Inmillion » Product 01 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 42
Volume - Open - High - Low – Close - Chart 0 10 20 30 40 50 60 70 0 20 40 60 80 100 120 140 160 05-01-2002 06-01-2002 07-01-2002 08-01-2002 09-01-2002 » Product 01 » Product 02 Volume Open Low High Close Inpercentage This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 43
Clustered Bar 0 10 20 30 40 50 60 70 80 90 100 Q1 Q2 Q3 Q4 Unit Count » Product 01 » Product 02 » Product 03 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 44
Radar Chart » Product 01 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. » Product 02 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 45 0 5 10 15 20 25 30 35 03-05-2018 05-05-2018 08-05-2018 12-04-2018 15-05-2018 17-05-2018
Additional Slides 46
Our Mission 47 Mission This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Vision This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
48 John Albert Financial advisor This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Victoria Smith Manager This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Sam White Web designer This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Tom Parker CEO This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Meet Our Team
About Us 49 Target Audiences This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Preferred by Many This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Values Client This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
50 Our Goal 01 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 02 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 03 This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
Comparison This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Female This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Male 80% 60% 51
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Quotes 54 When everything seems to be going against you remember an airplane takes off against the wind not with it. Henry Ford
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Target 01 02 03 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. This slide is 100% editable. Adapt it to your needs and capture your audience's attention. This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 56
Location 50% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Russia 70% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Africa 20% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Canada 40% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 57
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In this document
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Introduction to Mergers and Acquisitions (M&A) framework for companies.

Detailed steps in M&A including understanding requirements, identifying targets, conducting due diligence, valuation, and integration.

Overview of the company, including key management roles and the business’s mission and vision.

Financial metrics including revenues, profit margins, and EBITDA for FY13 to FY18 and insights on current service offerings.

Multiple reasons for pursuing inorganic growth via mergers, such as geographical expansion, market share increase, and technology transfer.

Different types of mergers and acquisitions, including horizontal, vertical, market extension, and conglomerate mergers.

Criteria for selecting target companies including deal size, revenue targets, and industry focus.

KPI metrics in the balance sheet format showing shareholders' equity, liabilities, and assets over four quarters.

Overview of financing, investing, operational cash flows, and related figures for various fiscal years.

Projected income statements including net sales, COGS, expenses, EBITDA, and profit after tax from FY13 to FY22.

Key financial ratios including return on assets, price-to-earning ratios, and other significant financial metrics.

Analysis of liquidity ratios such as current and quick ratios from FY16 onwards.

Analysis of gross profit and net profit ratios over multiple fiscal years.

Earnings per share and price-to-earnings ratio analysis over fiscal years.

Return on assets (ROA) and return on capital employed (ROCE) across fiscal years.

Ratios depicting turnover metrics like receivables and inventory turnover over specified fiscal years.

Debt to equity ratio analysis and other relevant solvency metrics over the fiscal years.

Identifies merger synergies focusing on revenue growth and operational optimization.

Various methodologies for company valuation including discounted cash flow and market-based approaches.

Key metrics such as beta, growth rate, and weighted average cost for performing DCF analysis.

Calculate the free cash flow over a five-year projection based on revenue and operating metrics.

Valuation summary showing NPV, enterprise value, and share value.

Relative valuation metrics compared across multiple companies, detailing P/E ratios and enterprise values.

The steps involved in conducting business, operational, financial, and legal due diligence.

Comprehensive approaches for strategic due diligence across various factors like market trends and company assessment.

Framework for integrating organizational structures, processes, and cultures post-merger.

Key challenges faced during post-merger integration including coordination and compliance issues.

Key performance indicators post-merger; includes shareholder value and production capacity increases.

Visual icon representation of M&A framework.

Schedule for a coffee break during the presentation.

Chapters detailing visualization charts related to M&A metrics.

Stacked bar, area, and line charts depicting various metrics.

Volume and price change visualizations for products over time.

Different types of chart formats and designs for data representation.

Presentation of company's mission, vision, and core values.Presenting company goals and values to the audience.

Comparison of various demographic data metrics between male and female categories.

An overview of performance dashboards displaying different metrics.

Snapshot of financial metrics displayed in the dashboard.

Inspirational quote from Henry Ford tied to overcoming challenges.

Engaging slide used as a puzzle to capture audience attention.

Outline of targets to be achieved presented in a structured format.

Presentation of location-based data metrics.

Formatting options available for various presentation designs.

Venn diagrams utilized for illustrating overlapping metrics.

Visual representation of concepts and their relationships in mind map form.

Use of silhouettes for branding and identity in presentation.

Slides dedicated to gathering ideas and suggestions from the audience.

Presentation of contact information for follow-up and inquiries.

Mergers and Acquisitions Framework PowerPoint Presentation Slides

  • 1.
  • 2.
    M&A – KeySteps Understanding Your Business Requirement For Inorganic Opportunities Types Of M&A Determine Growth Markets/Services Set The M&A Criteria Identify Merger And Acquisition Targets Assess Strategic Financial Position And Fit M&A Synergy B4 Make A Go/No-go Decision Conduct Valuation Perform Due Diligence Negotiation Purchase And Sale Contracts Closing And Integration Of The Acquisition Implement Transaction And Monitor Ongoing Performance 2
  • 3.
    3 Company Overview Clientele CFO CMO COO CEO& MD Key Management Introduction This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Mission This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Vision This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
  • 4.
    Business & FinancialOverview 1,703 2,022 3,184 3,477 4,633 6,421 21.0% 18.9% 33.5% 24.6% 22.0% 25.9% 47.0% 30.0% 37.6% 29.1% 29.3% 31.6% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 0 2,500 5,000 7,500 FY13 FY14 FY15 FY16 FY17 FY18E Revenue (INR mn) Profit Margin EBITDA Margin Current Key Offerings Service Area Offerings Service 1 Details Service 2 Details Service 3 Details Service 4 Details Revenue by Geography Service Area Offerings Service 1 Details Service 2 Details Service 3 Details Service 4 Details Current Technology Used Technology 1 Key Features Technology 2 Key Features 4 To have a better understanding of the business, enter the key service areas, Revenue by geographies, key financials and the technology that is being currently used in the company. These parameters can also be changed as per the requirement
  • 5.
    Requirement For InorganicOpportunity 01 02 03 04 This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Increase Geographical Presence This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Offer New Service This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Increase Market Share This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Technology Transfer 5
  • 6.
    Rationale behind expandingin to this particular geography Mention Geographies you want to expand Benefits of bringing in new technology New technology you want to bring Benefits Of Acquiring New Company Key synergies that would be created after acquisition Product/Service you want to include Demand and market size for the particular product/service Determining New Growth Market/Services 6 After identifying the requirement for inorganic opportunities, this slide goes in detail about each of the discussed parameters
  • 7.
    Types of InorganicOpportunities Market Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Vertical Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Product Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Acquisition This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Conglomerate This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Horizontal Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. 7 Highlight the relevant opportunity which you would like to opt for among others
  • 8.
    8 Types of Inorganic Opportunities Horizontal Merger Thisslide is 100% editable. Adapt it your needs and capture your audience’s attention. Conglomerate This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Acquisition This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Market Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Product Extension Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Vertical Merger This slide is 100% editable. Adapt it your needs and capture your audience’s attention. Highlight the relevant opportunity which you would like to opt for among others
  • 9.
    Setting The M&ACriteria Deal Size USD 15-20 MM Target Company Revenue USD 25-30 MM Industry Retailing E-Commerce Country US, UK Target Company PAT Margins 15%-20% New Analytical Tool Product/Service 9 Finalize the criteria which you would choose for the target company you want to merge/acquire This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
  • 10.
    Identifying Targets Service AreaCountry Product/Service Industry Deal Size Target Company Revenue Target Company PAT Margins Company A Text Here Text Here Text Here Text Here Text Here Text Here Company B Text Here Text Here Text Here Text Here Text Here Text Here Company C Text Here Text Here Text Here Text Here Text Here Text Here Company D Text Here Text Here Text Here Text Here Text Here Text Here 10 For each target company, mention the name of country, product, Industry, size of the deal, revenue and profit margins. These parameters can be altered as per the criteria set by the company
  • 11.
    Balance Sheet -KPIs (Tabular Form) All figures in USD MM Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Shareholders‘ Equity 529.8 1,067.8 1,294.6 1,632.4 529.8 Non–current Liabilities 535.0 548.2 513.5 989.0 535.0 Short–term Borrowings 439.8 622.7 720.6 1,603.8 439.8 Trade Payables 352.9 508.9 760.4 433.7 352.9 Other Current Liabilities 5.9 147.3 289.5 372.6 5.9 Short Term Provisions 21.4 6.2 15.0 28.0 21.4 Current Liabilities 820.1 1,285.0 1,785.5 2,438.1 820.1 Total Liabilities 1,760.4 2,678.1 3,316.3 4,730.4 1,760.4 11 Details of the shortlisted Target Company will be entered here
  • 12.
    Balance Sheet -KPIs (Tabular Form) Total Fixed Assets 803.2 1,034.6 1,159.5 1,751.3 Non–current Investments 26.6 26.6 104.5 26.6 Long Term Loans And Advances - 8.0 73.4 204.8 Other Non–Current Assets - 13.8 - - Current Investments - - - 77.9 Inventories 341.3 731.3 771.3 1,215.8 Trade Receivables 477.6 605.1 996.1 1,061.3 Cash And Bank Balances 33.0 89.5 132.2 258.8 Short–Term Loans & Advances 75.8 169.1 76.9 131.6 Other Current Assets Current Assets Total Assets 1,760.4 2,678.1 3,316.3 4,730.4 12 Details of the shortlisted Target Company will be entered here
  • 13.
    Cash Flow Statement- KPIs Financing Activities 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Net Increase In Cash 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Investing Activities 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 Operations 50 60 65 72 Q1 FY18 Q2 FY18 Q3 FY18 Q4 FY18 13 Details of the shortlisted Target Company will be entered here
  • 14.
    Cash Flow Statement- KPIs (Tabular Form) All figures in $ MM FY12 FY13 FY14 FY15 Cash Flow From Operations 3,184 3,476 4,621 6,168 Cash Flow From Investing Activities 723 781 834 1,210 Cash Flow From Financing Activities 326 337 223 459 Change In Cash & Cash Equivalents 1,017 1,303 1,490 1,836 14 Details of the shortlisted Target Company will be entered here
  • 15.
    Financial Projections –P&L Income Statement (USD MM) Mar-13 Mar-14 Mar-15 Mar-16 Mar-17 Mar-18 Mar-19 Mar-20 Mar-21 Mar-22 Net Sales 1,703.1 2,022.0 3,184.5 3,476.6 4,632.6 6,421.4 8,542.4 11,451.0 14,418.8 18,109.4 20,979.0 Expenses Cost Of Goods Sold 1,282.5 1,374.7 2,028.2 2,200.4 2,859.0 4,148.2 5,467.2 7,271.4 9,156.0 11,499.5 13,321.7 Employee Benefit Expense 92.1 128.4 155.6 226.5 280.5 321.1 507.2 583.9 675.3 875.4 962.3 Other Expenses 71.2 167.3 265.6 299.7 552.9 570.1 728.9 939.7 1,162.5 1,429.8 1,667.8 Ebitda 261.3 361.6 746.9 781.8 971.7 1,409.1 1,868.5 2,687.8 3,459.5 4,342.0 5,067.7 % Ebitda 15.3% 17.8% 23.4% 22.3% 20.8% 21.9% 21.8% 23.4% 23.9% 23.9% 24.1% Financing Cost 66.9 128.8 198.1 273.9 293.0 305.3 361.9 423.0 500.6 646.0 786.3 Profit After Tax 162.0 187.7 350.0 337.7 409.5 691.5 972.9 1,614.7 2,109.5 2,361.8 2,742.3 % Pat 9.5% 9.2% 11.0% 9.6% 8.8% 10.7% 11.4% 14.1% 14.6% 13.0% 13.0% 15 Details of the shortlisted Target Company will be entered here
  • 16.
    Financial Projections –P&L Balance Sheet (USD MM) Mar-13 Mar-14 Mar-15 Mar-16 Mar-17 Mar-18 Mar-19 Mar-20 Mar-21 Mar-22 Mar-23 Shareholders‘ Equity 529.8 1,067.8 1,294.6 1,632.4 1,856.0 3,247.5 4,220.4 5,835.2 7,944.6 10,306.4 13,048.6 Non–current Liabilities 535.0 548.2 513.5 989.0 1,155.0 1,033.3 829.1 744.2 569.8 1,285.4 1,283.5 Short–term Borrowings 439.8 622.7 720.6 1,603.8 1,681.6 2,139.6 2,835.0 3,813.4 4,797.6 5,982.1 6,897.9 Trade Payables 352.9 508.9 760.4 433.7 682.6 852.4 1,123.4 1,494.1 1,881.4 2,362.9 2,737.3 Current Liabilities 820.1 1,285.0 1,785.5 2,438.1 3,258.5 4,097.1 5,434.9 7,287.5 9,170.6 11,472.5 13,252.3 Total Liabilities 1,760.4 2,678.1 3,316.3 4,730.4 5,904.1 8,012.6 10,119.1 13,501.5 17,319.7 22,699.0 27,219.1 Total Fixed Assets 803.2 1,034.6 1,159.5 1,751.3 2,073.3 2,734.8 2,726.7 2,848.2 2,943.7 4,462.7 4,693.7 Inventories 341.3 731.3 771.3 1,215.8 1,355.2 2,120.6 2,754.6 3,649.3 4,569.9 5,730.8 6,627.5 Trade Receivables 477.6 605.1 996.1 1,061.3 1,713.1 2,068.3 2,742.9 3,657.9 4,596.4 5,752.4 6,637.4 Cash And Bank Balances 33.0 89.5 132.2 258.8 264.4 375.5 1,018.9 2,288.3 3,948.9 5,287.4 7,542.8 Short–term Loans & Advances 75.8 169.1 76.9 131.6 290.6 325.8 387.1 456.4 530.7 623.2 702.2 Current Assets 930.5 1,595.1 1,978.8 2,747.8 3,624.0 4,890.9 6,904.1 10,052.5 13,646.5 17,394.5 21,510.6 Total Assets 1,760.4 2,678.1 3,316.3 4,730.4 5,904.1 8,012.6 10,119.1 13,501.5 17,319.7 22,699.0 27,219.1 16
  • 17.
    Key Financial Ratios(1/2) Return On Assets Q2 FY18 10% Price-To-earnings P/E Ratio Q2 FY18 10 Price-To-Earnings P/E Ratio Q2 FY18 10% Current Ratio Q2 FY18 10 Price-To-Earnings P/E Ratio Q2 FY18 10% Debt To Equity Ratio Q2 FY18 10 Return On Assets Q2 FY18 10% Price-To-Earning P/E Ratio Q1 FY18 10 17
  • 18.
    Liquidity Ratio This slideis 100% editable. Adapt it to your needs and capture your audience's attention. Profitability Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Activity Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Solvency Ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Key Financial Ratios (2/2) 18
  • 19.
    Liquidity Ratios Quick Ratio:Current Assets/ Current liabilities Year FY16 FY17 FY18 FY19 FY20 Quick Ratio 3 2 1.5 2 4 Current Ratio: Current Assets/ Current liabilities Year FY16 FY17 FY18 FY19 FY20 Current Ratio 4 5 6 4 3 3 2 1.5 2 4 0 2 4 6 8 Category 1 Quick Ratio FY 16 FY17 FY18 FY19 FY20 4 5 6 4 3 0 2 4 6 8 Category 1 Current Ratio FY16 FY17 FY18 FY19 FY20 19 Details of the shortlisted Target Company will be entered here
  • 20.
    Profitability Ratios (1/3) ProfitRatio: Gross Profit / Net Sales Year FY16 FY17 FY18 FY19 FY20 Gross Profit Ratio 45 42 37 18 32 Net Profit Ratio: Net Profit after Tax/ Net Sales Year FY16 FY17 FY18 FY19 FY20 Net Profit Ratio 55.2 45.8 35.2 28.8 25.5 20 Details of the shortlisted Target Company will be entered here 32 18 37 42 45 0 10 20 30 40 50 Category1 Gross Profit Ratio FY20 FY19 FY18 FY17 Column1 25.5 28.8 35.2 45.8 55.2 0 10 20 30 40 50 60 Category1 Net Profit Ratio FY20 FY19 FY18 FY17 FY16
  • 21.
    Profitability Ratios (2/3) Earningper Share: Net Income – Preferred Dividends / Weighted shares outstanding Year FY16 FY17 FY18 FY19 FY20 EPS Ratio 12 17 9 13 16 Price to Earning Ratio: Market Value price per share / Earnings per share Year FY16 FY17 FY18 FY19 FY20 PE Ratio 23 12 28 35 43 23 12 28 35 43 0 10 20 30 40 50 Category 1 PE Ratio FY16 FY17 FY18 FY19 FY20 12 17 9 13 16 0 5 10 15 20 Category 1 EPS Ratio FY 16 FY17 FY18 FY19 FY20 21 Details of the shortlisted Target Company will be entered here
  • 22.
    Profitability Ratios (3/3) ROA:Net Income / Total Assets Year FY16 FY17 FY18 FY19 FY20 ROA Ratio 11 13 16 19 22 ROCE: Net Operating Profit/ Employed Capital Year FY16 FY17 FY18 FY19 FY20 ROCE Ratio 2 3 3.5 4 4.5 2 3 3.5 4 4.5 0 1 2 3 4 5 Category 1 ROCE FY16 FY17 FY18 FY19 FY20 11 13 16 19 22 0 5 10 15 20 25 Category 1 ROA FY 16 FY17 FY18 FY19 FY20 22 Details of the shortlisted Target Company will be entered here
  • 23.
    Activity Ratios (1/2) ReceivablesTurnover: Net Credit Sales / Average Accounts Receivable Year FY16 FY17 FY18 FY19 FY20 Receivable Ratio 1.4 2.3 3 5 7 Inventory Turnover: COGS / Avg Inventory Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 1.6 2.6 3.2 4.3 6.1 1.6 2.6 3.2 4.3 6.1 0 1 2 3 4 5 6 7 Category 1 FY16 FY17 FY18 FY19 FY20 Inventory Turnover 1.4 2.3 3 5 7 0 1 2 3 4 5 6 7 8 Category 1 FY 16 FY17 FY18 FY19 FY20 Receivables Turnover 23 Details of the shortlisted Target Company will be entered here
  • 24.
    Activity Ratios (2/2) TotalAsset Turnover: Net Sales / Average Total Assets Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 1.2 2.1 2.7 3.4 4.8 Fixed Assets Turnover: Net Sales / Fixed Assets Year FY16 FY17 FY18 FY19 FY20 Receivabl e Ratio 6.5 12.4 7.1 9.5 15.4 Fixed Asset Turnover 6.5 12.4 7.1 9.5 15.4 0 5 10 15 20 Category 1 FY 16 FY17 FY18 FY19 FY20 1.2 2.1 2.7 3.4 4.8 0 1 2 3 4 5 6 Category 1 FY16 FY17 FY18 FY19 FY20 Total Asset Turnover 24 Details of the shortlisted Target Company will be entered here
  • 25.
    Solvency Ratios Debt-Equity Ratio:Total Liabilities ÷ Total Equity Year FY16 FY17 FY18 FY19 FY20 Receivable Ratio 20.6 9.5 34.6 25.2 31.3 20.6 9.5 34.6 25.2 31.3 0 5 10 15 20 25 30 35 40 Category 1 FY16 FY17 FY18 FY19 FY20 Debt-Equity Ratio 7.3 12.1 6.2 16.8 14.3 0 2 4 6 8 10 12 14 16 18 Category 1 FY 16 FY17 FY18 FY19 FY20 TIE Ratio Time Interest Earned Ratio: EBIT/ Interest Expense Year FY16 FY17 FY18 FY19 FY20 Inventory Ratio 7.3 12.1 6.2 16.8 14.3 25 Details of the shortlisted Target Company will be entered here
  • 26.
    M&A Synergy Framework Merger Synergies Revenuegrowth, Commercial Optimization Operational Optimization Reduction in Financial cost & Investment » New Product Development » Brand Repositioning » Optimize sales chain » Cross-Selling » Improve Price formulation strategies » Strategic Sourcing » Procurement Optimization » Cost reduction in all functions » Working Capital Reduction » Sale of assets Typical Opportunity Areas Increase in Revenue 5% Reduction in Operational Cost 15% 12% Reduction in working capital Typical Synergy Value 26 A positive synergy is to be created out of a merger/acquisition. We have identified some common synergies that are generated along with the relevant examples
  • 27.
    Company Valuation Methodologies27 Book Value Method Liquidation Value Method Replacement Value Method Discounted Free Cash Flow Method Capitalization of Earning Method Comparable Company Market Multiple Method Comparable Transaction Multiple Method Market Value Method Contingent Claim Valuation Place of Recent Investment Method Rule of Thumb Methodologies Asset Based Method Income Based Method Market Based Method Other Method We have listed out all the commonly used valuation methodologies. Highlight the one which you are going to use. Since DCF and relative valuation is the most commonly used method, we have discussed it in detail in the later slides This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
  • 28.
    Beta This slide is100% editable. Adapt it to your needs and capture your audience's attention. 2.4% Infinite Growth Rate This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 3.1% Weighted Average Cost of Capital This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 7.3% Cost of Debt This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 8.4% Cost of Equity This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 15% Discounted Free Cash Flow (DCF) Technique – Data Set 28
  • 29.
    Determining Free CashFlow Year 1 Year 2 Year 3 Year 4 Year 5 Revenue 15000 16000 17000 18000 19000 EBITDA 8954 9898 10941 12093 12367 Less: D&A 1112 1222 1343 1476 1623 EBIT 7842 8676 9598 10617 11745 Less: Taxes (35%) 2745 3037 3359 3716 4111 Tax adjusted EBIT 5097 5639 6239 6901 7634 Plus: D&A 1112 1222 1343 1476 1623 Less: Capital Expenditure 1750 1750 1750 1750 1750 Less: Change in Net Working Capital 318 350 384 423 465 Free Cash Flow 4141 4762 5447 6205 7042 29 Calculate the free cash flow to the firm after entering all the details
  • 30.
    Valuation Results Valuation(USD) NPV1 of Explicit Value 27,645 NPV of Terminal Period 125,934 Enterprise Value 153,579 Add: Cash 7,969 Gross Enterprise Value 161,548 Less: Debt 6,470 Equity Value 155,077 Outstanding Shares 2,446,645,889 Value Per Share ($) 63.38 Valuation Results All Figures in $ MM Note: 1NPV = Net Present Value 30 The following methodology will help in determining the Equity value & Value per share of the company
  • 31.
    Relative Valuation Summary P/E2EV/EBITDA3 Company Price Shares Market Cap EV1 FY 18 FY 19E FY 20E FY 18 FY 19E FY 20E Company A 17.8 600.0 10,680.0 11,805.0 13.6 11.7 15.8 12.4 10.6 14.4 Company B 16.3 542.0 8,834.6 9,000.0 12.5 12.4 13.5 11.4 11.3 12.3 Company C 14.2 523.0 7,426.6 8,000.0 16.3 15.7 17.4 14.8 14.3 15.8 Company D 15.3 698.0 10,679.4 12,000.0 10.2 16.8 14.7 9.3 15.3 13.4 Company E 16.9 789.0 13,334.1 15,000.0 12.6 15.2 10.2 11.5 13.8 9.3 Company F 15.7 332.0 5,212.4 6,000.0 13.9 12.8 19.5 12.6 11.6 17.7 Median 13.6x 12.4x 10.9x 13.5x 12.7x 10.7x Mean 13.4x 11.7x 10.5x 13.5x 11.8x 10.6x Min 7.7x 7.5x 10.6x 7.8x 7.2x 10.7x Max 16.5x 15.1x 12.5x 16.8x 15.7x 12.9x 1EV=Enterprise Value; 2P/E= Price to Earning Ratio; EBITDA = Earnings before Interest, taxes, depreciation & amortization 31
  • 32.
    Business Due-Diligence Process Termsof Engagement In this stage, the terms of the business due diligence are decided between the parties and a non-disclosure agreement is signed. Example-: Cost structures, Customer Base, etc. Mention key points/strategies, if any, in each step Operational Due Diligence The operational data and information about the business are measured, gathered and documented. Example -: Revenue Expenses, Profitability, Cash Flow , Assets and Liabilities. Mention key points/strategies, if any, in each step Financial Due Diligence The financial statements, data and information of the business are gathered, validated and documented . Example-:Tax Payments, Litigations, Registrations, Intellectual property Mention key points/strategies, if any, in each step Legal Due Diligence The legal and regulatory data and information of the business are gathered, validated and documented Mention key points/strategies, if any, in each step The results of the business due-diligence process is shared to the Buyer and/or Seller Reporting of Information Mention key points/strategies, if any, in each step 32
  • 33.
    Strategic Due-Diligence Methodology BaselineStarting situation » Collection of data & review » Market research » Business studies » Latest Technology Assess market segment & growth trends » Conduct external interviews » Understand customer behavior » Validation of market size & trend » Understanding the Industry business model Review Business Plan » Analysis of income statement » Industry Benchmarking » Synergy Analysis » Internal Company Analysis » Internal Company analysis to support current strategy Assess Skills & Capabilities Profile Key competitor strategies & technology trends » Focused group discussions and interviews of customers, top employee from competitive firms » Identify the major trends in technology & competitor responses Summary & Recommendations » Perception on technological & competitive landscape » Consensus on business plan » Identification of Risk & Risk mitigation strategies Stress test corporate strategy » Understand the business strategy in detail » Assess the employee & Organizational fit within the strategy » Check whether the marketing, finance and other financial strategies are in line with the vision & mission of the company 01 03 04 05 06 0702 33
  • 34.
    Post Merger IntegrationFramework » Organizational structure » Process Organization » Shared Services » Centre of Excellence Organization/Processes » Make or buy » Supplier choice/prioritization » Competitive Sourcing » Delivery condition Purchasing Production » Production Strategy » Site choice » Production layout HR Culture » Staff structure » Task and responsibilities » Job Profiles » Cultural Integration Supply chain Management/Logistics » Supply chain organization » Process harmonization/Process optimization » Warehouse storage » outsourcing Marketing /Sales » Branding » Corporate identity/corporate design » Sales strategy » Sales organization PM Office/PM Strategy/PM Measures 01 02 0304 05 06 360 Degree PMI Model 34 Under each function of an organization, there would be an effect due to the merger/acquisition process. Mention the integration effect under each of them
  • 35.
    Post Merger IntegrationChallenges Inadequate Integration A lack of synchronization throughout the IT infrastructure can result in difficulties with everyday business processes, producing complications and slowing down overall operations Lack of Visibility Unless the two merged companies have established a customer data integration system, procuring an updated single view of the customer is essential Data Amalgamation Data amalgamation makes certain that companies have access to updated information across the entire organization regardless of whether it resides on premise or in the cloud. Compliance & Regulation Compliance issues are likely as two converging businesses do not have the same levels of compliance. Policies, contracts and guidelines are essential and regular enforcement, visibility and control is required to permit organizations to run smoothly Investment Community Does the M&A adds value to the firm? Are there any positive synergies involved? Cross-selling of products could annoy customers. Apart from that, if there aren’t any demonstrable changes, customer could question the M&A, since there is nothing in it for them Customers Through Clear communication, Employees must be stated about the change in their roles & responsibilities, if any, to avoid any overlapping of responsibilities among themselves Employees 35 We have listed out some of the key challenges faced after post merger/acquisition. Alter it as per your requirement
  • 36.
    M&A Performance Tracker 20% %increase in the Shareholder Value This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 7% % increase in P/E ratio This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 20% % increase in Production Capacity This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 5% % increase in Current EPS This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 15% % increase in the Free Cash Flow the firm This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 36 These key indicators can only be measured after some duration when the merger/acquisition process is closed.
  • 37.
    Mergers And AcquisitionsFramework Icon Slide 37
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    Stacked Bar 0 1020 30 40 50 60 70 80 90 100 Q1 Q2 Q3 Q4 (InPercentage) » Product 01 » Product 02 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 40
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    Stacked Area-Clustered Column 0 1 2 3 4 5 6 7 8 9 10 FY01FY02 FY03 FY04 Inpercentage » Product 01 » Product 02 » Product 03 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 41
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    Stacked Line WithMarkers 0 10 20 30 40 50 60 Task1 Task2 Task3 Task4 Task5 Task6 Task7 Task8 Task9 Task10 Task11 Task12 Inmillion » Product 01 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 42
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    Volume - Open- High - Low – Close - Chart 0 10 20 30 40 50 60 70 0 20 40 60 80 100 120 140 160 05-01-2002 06-01-2002 07-01-2002 08-01-2002 09-01-2002 » Product 01 » Product 02 Volume Open Low High Close Inpercentage This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 43
  • 44.
    Clustered Bar 0 1020 30 40 50 60 70 80 90 100 Q1 Q2 Q3 Q4 Unit Count » Product 01 » Product 02 » Product 03 This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 44
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    Radar Chart » Product01 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. » Product 02 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. This graph/chart is linked to excel, and changes automatically based on data. Just left click on it and select “Edit Data”. 45 0 5 10 15 20 25 30 35 03-05-2018 05-05-2018 08-05-2018 12-04-2018 15-05-2018 17-05-2018
  • 46.
  • 47.
    Our Mission 47 Mission Thisslide is 100% editable. Adapt it to your needs and capture your audience's attention. Vision This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
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    48 John Albert Financial advisor Thisslide is 100% editable. Adapt it to your needs and capture your audience's attention. Victoria Smith Manager This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Sam White Web designer This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Tom Parker CEO This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Meet Our Team
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    About Us 49 Target Audiences Thisslide is 100% editable. Adapt it to your needs and capture your audience's attention. Preferred by Many This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Values Client This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
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    50 Our Goal 01 This slideis 100% editable. Adapt it to your needs and capture your audience's attention. 02 This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 03 This slide is 100% editable. Adapt it to your needs and capture your audience's attention.
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    Comparison This slide is100% editable. Adapt it to your needs and capture your audience's attention. Female This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Male 80% 60% 51
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    75% This slide is100% editable. Adapt it to your needs and capture your audience's attention. 55% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. 45% This slide is 100% editable. Adapt it to your needs and capture your audience's attention. Financial 53
  • 54.
    Quotes 54 When everything seemsto be going against you remember an airplane takes off against the wind not with it. Henry Ford
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    64 Home Address: # Street Number,City, State Mail Email Address: Emailaddress@123gmail.Com Call Contact Number: 0123456789