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.
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.
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
- Escrows, Baskets & Caps
- Earn-out agreements
- Materiality & knowledge qualifiers
- Non-compete agreements
- Representations and warranties
- Indemnification periods and other key issues
- Transition Service Agreements
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.