Mergers & Acquisitions 2017-05-25T15:20:22+00:00

Mergers & Acquisitions

Philpott Ball & Werner advises corporations in acquiring other business entities. 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 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 long-term relationships and experience, PB&W has a strong record of success in helping its clients obtain their strategic growth objectives by means of acquisition or merger.

Our acquisition services include:

Strategic Acquisition Review

PB&W reviews and evaluates a client’s acquisition strategy. We assist our clients in evaluating their markets, growth objectives, required product technology and product mix to help define appropriate acquisition parameters. Such evaluation also includes analyzing our clients’ financial strength, capacity and stand-alone value. We also provide focused market studies for companies that are seeking to establish new acquisition platforms in market segments.

Strategic Acquisition Review

PB&W reviews and evaluates a client’s acquisition strategy. We assist our clients in evaluating their markets, growth objectives, required product technology and product mix to help define appropriate acquisition parameters. Such evaluation also includes analyzing our clients’ financial strength, capacity and stand-alone value. We also provide focused market studies for companies that are seeking to establish new acquisition platforms in market segments.

Identification of Potential Targets

We conduct research to identify, evaluate and qualify potential acquisition targets. PB&W works closely with clients to develop groups of targets that will meet our clients’ parameters and optimize their operational leverage. All potential targets are approved by our clients prior to being contacting.

Evaluation of Acquisition Targets

PB&W evaluates the operations, technology, management and future prospects of all acquisition targets. This process is instrumental in determining a target’s competitive position, future prospects and value. 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. PB&W evaluates a target’s financial performance by utilizing competitive benchmarking and analyzes 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 offers assistance 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 should include setting detailed objectives and measurements to gauge and adjust progress.