Merger & Acquisition 2017-06-27T14:29:55+00:00

Merger & Acquisition

Philpott Ball & Werner provides complete merger and acquisition services. We help our clients formulate and implement acquisition objectives and strategies. Our experience, disciplined approach, research capability and extensive industry knowledge enable us to quickly locate and communicate with a wide variety of potential acquisition targets.

PB&W assists clients with the purchase of companies, subsidiaries and divisions with transaction values that range between $10 million to $500 million. As a result of our industry, corporate and private equity relationships throughout North America and Western Europe, we are able to identify and contact key decision-makers at strategic acquisition targets. We have extensive experience in acquiring publicly traded companies, private companies, divisions and subsidiaries.

Our professionals follow a disciplined process that is customized for each client’s needs and requirement. As a result of our industry focus, experience and close customer engagement, PB&W has a strong record of achieving client objectives.

Our merger & acquisition services include:

Strategic Acquisition Review

PB&W advises clients on improving and detailing their acquisition strategies. We assist our clients in evaluating their markets, growth objectives, products, technology and competitive positions to help them define appropriate acquisition parameters. Such reviews include an analysis of clients’ financial strength, capacity and stand-alone valuations. We also provide focused market studies for companies that are seeking to establish acquisition platforms in new market segments.

Identification of Potential Targets

We identify, evaluate and qualify potential acquisition/merger targets for our clients. PB&W works closely with clients to develop priority segmentation of targets that meet their defined objectives, optimize their operational leverage and identify potential synergies.

Evaluation of  Acquisition & Merger Targets

PB&W evaluates the operations, technology, competitive position, management and growth outlook of all acquisition targets. PB&W’s evaluation includes a sensitivity analysis of the target, which enhances our ability to assist our clients in negotiating the terms and conditions of a potential transaction along with assessing risk. PB&W evaluates a target’s financial performance by utilizing competitive benchmarking and by analyzing a potential transaction’s impact on cash flows, synergy benefits, potential cost savings, earnings per share and return on capital employed.

Negotiations

PB&W assists clients in negotiating transaction pricing, terms and conditions. We advise and assist in:

  • Valuation/Pricing & Leverage Analysis
  • Operational issues
  • Exclusivity periods
  • Purchase price adjustments (net working capital)
  • Break-up fees
  • Collars
  • Escrows, Baskets & Caps
  • Earn-out agreements
  • Materiality & knowledge qualifiers
  • Non-compete agreements
  • Representations and warranties
  • Indemnification periods and other key issues
  • Transition Service Agreements

Integration Plans & Post Transaction Performance Services

PB&W assists in forming integration and target business plans. Integration plans often include an evaluation of management, advising on strategic objectives, setting measurable objectives and responsibilities and optimizing expenses. Such plans may include setting detailed objectives and measurements to gauge and adjust progress.