Yorkshire and North East Dealmakers Guide 2016 - 11
Q&A
11
How can you grow your
business through mergers
and acquisitions?
Here are a few points to consider if you're thinking about growing your business
through M&A:
Let people know you're looking for opportunities - consider speaking to
your trusted advisers to let them know your plans. Good advisers will seek out
opportunities for you if they know what you're looking for.
partner
Addleshaw Goddard
Email: garry.elliott@
addleshawgoddard.com
Tel: 0161 934 6425
Do your due diligence - as lawyers we can provide fantastic contractual
protection for you in a sale agreement, but you don't want to be making
claims after you have completed and chasing recovery of consideration paid.
Make sure you do full due diligence (financial, commercial, tax and legal as a
minimum and consider insurance and IT too as well as any other areas which
are specific to your target business).
Conditionality? - consider whether there are any conditions which need to
be (or you want to be) satisfied before you can complete e.g. change of control
clauses in key contracts. Consider merger control/competition issues and seek
advice on whether these are relevant to your purchase - most merger control/
competition clearances are a buyer requirement so the risk will fall on you if
these are not fully considered.
Testing value - consider how best to ensure that you're buying what you think
you are. Do you need completion accounts to be prepared and tested? Will a
"locked box" approach be sufficient to ensure that value has not been leaked
from the business? Do you want any of the consideration to be deferred or
contingent on key milestones/targets being achieved?
Integration - crucially, prepare your integration plan thoroughly before you
have acquired your target business. Know what needs to be done and by which
people, in order to maximise the immediate benefit from your acquisition (and
use your DD reports to help with this).
Q&A
Garry Elliott
Advisers - get your advisers in place early. Talk through with your advisers your
commercial drivers for the deal and where you see the risks. Engaging fully and
early with advisers will help create a good process and result in an efficient and
effective process for you.
Table of Contents for the Digital Edition of Yorkshire and North East Dealmakers Guide 2016