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In recent years, acquisitions have become a way of life for most companies. However, it was not always that way. The first of a three-part series exploring the acquisition process.
March 16, 2010
By: Dan Watson
Contributing Editor
Just a few decades ago acquisitions were at best a novelty, not a serious enhancement option for strategic undertakings. As a result, very few companies went to the trouble to “do it better” or to “institutionalize learning’s” gleamed from such activities. At most, a company might plan to make one or two very small, non-strategic acquisitions in its future. Integration was simple: “We bought you, and you now belong to us.” The acquisition landscape has changed a great deal in recent times. In the 21st century acquisitions are an acceptable part of strategic planning. In fact, a number of companies owe their entire existence to acquisitions. This is especially true with financial buyers such as holding companies. Unfortunately, the ultimate success of most acquisitions isn’t sparkling. With less than 30% of acquisitions resulting in real success it’s difficult to understand why there is so much activity in this area. This article will be the first of three-part series that will attempt to provide the reader with some best practice observations that may be useful in improving the eventual outcome of an acquisition. Based on the experience that my colleagues and I have had with numerous past acquisitions we feel that there are three distinct parts of the merger and acquisition (M&A) process that deserve significant attention by the buyer. Some of these items listed could involve the seller to the extent that legal and other matters allow. 1) Initial concept and planning. The initial concept and planning stage involves identifying your perceived needs to bring about ultimate success with your strategic direction versus what you have in-house as actual core competencies. This includes the evaluation of options to fill in the gaps; development of criteria to move forward; establishing a short list of potential candidates/solutions; and the establishment and preparation of various internal/external teams through training. Essentially, knowing what you need, possible options to satisfy that need (i.e., acquisition, alliance, license, etc.), understanding what your potential solutions might look like (what you will and will not accept as part of your chosen solution), determining who best fits your requirements and making certain that you have adequate resources that are prepared/trained to carry out your objective. 2) Post letter of intent activities. This stage involves continuing negotiations, commencement of formal Phase I and if needed, Phase II due diligence, integration plan preparation, day one plan preparation, communications plan formation, and purchase agreement formation. 3) Post purchase agreement signing activities. This includes “day one” communications with all stakeholders in an acceptable fashion; establishing integration/transition teams comprised of members from both sides; commencing the finalization of the integration plan; performing audits of the entire process; and facilitating institutional learnings.
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