Mergers & Acquisitions Risk Consulting
Mergers & Acquisition Risk based Due
Diligence Private Equity Client Solutions
If you are a Venture Capital or Private Equity Firm, an investor, or
the purchaser of another company you require an efficient method to measure and
evaluate the risks in your target company. Using a detailed approach to
identifying risk factors, claims history, and insurance purchases I can become
a valued partner in the risk evaluation process. I also bring methods of
transferring risks in representations and warranties to insurance companies to
assure a more manageable transaction.
If you are a private equity
company and seek to leverage your risks in your portfolio companies I can
assist you in improving the cost, coverage, and services of your portfolio. The
simple aggregation of risk and purchasing power in your portfolio is an obvious
negotiation tool and benefit to you and your investee companies, but combining
that with my unique risk assessment tools and ongoing maintenance of accounts
provides a true benefit to all parties involved.
You can view me as an outsourced
risk manager - on your staff, but not on your payroll - that brings operational
efficiency and buying power to you and your portfolio.
Fast, Complete, Evaluation Of Risks
Through our exclusive merger & acquisition fact-finder process, we
quickly conduct an extensive evaluation of all property, liability and employee
exposures. A proven, highly experienced risk management professional will
conduct this survey. We recognize that in many cases our risk management
services are brought in relatively late in the transaction process and are engaged
for a variety of reasons. As a result, we have developed a due diligence
process that is fast and effective. Because the risk management concerns and
issues will vary by transaction, we tailor our engagement agreement to fit any
risk management needs you may. Our due diligence services are fast!! We know
that time is money and must perform to strict time constraints. With adequate
cooperation from both parties we can complete our work in less than a week in
many cases.
Confidentiality
In every case we sign a confidentiality agreement with all parties to
the transaction, thereby insuring that our work will remain totally
confidential. All work papers and any additional information gathered during
our fact-finder process are returned to the appropriate parties at the end of
each engagement as well.
Detailed Due Diligence Report Provided
As a result of our exclusive transaction fact-finder process we write
a detailed risk management report to one of more parties to the transaction.
This report is both complete and also easy to read. Unlike most risk management
reports, ours is tailored from a financial perspective, relating uncovered
problems from the perspective of balance sheet, income statement, and
contractual agreements to the transaction. We will quantify the financial risks
associated with our findings and provide alternative solutions.
Hidden Risks And Transaction Costs Revealed
In addition to evaluating "traditional" risk management
exposures (i.e., buildings, contents, future liabilities, etc.) we also conduct
an evaluation of how past and/or contingent liabilities will affect the parties
to the transaction, the adequacy of open claim reserves, and financial impact
that the transaction will have on the workers compensation experience
modification of the new entity. This evaluation can reveal significant hidden
costs that the buyer must know about prior to completing the transaction as
they create potentially significant additional costs to the transaction.
Innovative Solutions To Transaction Obstacles
Many transactions are not completed because financial risks and
related costs could not be resolved by parties to the transaction. We produce
results by applying innovative risk management solutions through these
services:
·
Fully insure retroactively any gaps in coverage uncovered
by our due diligence process
·
Remove liabilities (known or unknown) from that balance
sheet);
·
Cap the know liabilities, or transfer those liabilities in
full;
·
Create an insurance mechanism to fully buy-out past open
self-insured claims, thereby accelerating tax deductibility and asset value;
·
Provide insurance as an alternative to escrows or
indemnifications;
·
Mitigate known claim issues that are impeding the
financing of a transaction, including products, environmental, employment related;
·
Transfer the entire cost of a remediation project of an
environmentally impaired property;
·
Eliminate the liability and remediation expenses that will
be imposed on both parties to a transaction;
·
Insure the third party liability risks created by breaches
in transaction representations and warranties;
·
Insure the unknown third party liability risk created by
patent/intellectual property right infringement.
Benefits Of Our Services
·
Fast, effective, and reliable;
·
Cost effective allocation of transaction resources;
·
Provide a high degree of certainty to areas of the
transaction that are viewed as unacceptable risks by parties to the
transaction;
·
Greater certainty in the valuation and negotiations;
·
Allows you to expand your list of potential acquisition
targets;
·
Creates a favorable tax position in many cases;
·
Reduces the volatility to future earnings and analysts
estimates;
·
Reduces management distraction caused by liabilities;
·
Frees up management resources post transaction.
Fee Structure
Our fee structure is tailored to each transaction. Depending upon the
service engagement requested our fees will be based upon an hourly rate (plus
travel and expenses) or on a flat rate basis. All engagements will be in
writing with a complete identification of services. We guarantee performance as
specified in the engagement agreement, subject to prompt receipt of and access
to required risk management information. Our service provides a no-risk,
"100% money back" guarantee if the quality of our services fails to
meeting performance commitments.
How
To Obtain Additional Information About Our Services
For more information on our Risk Management Consulting
Services, please click here. We
strictly adhere to our Privacy Policy regarding any information provided.
We will respond immediately with any
information requested. All correspondence and communication will be held
strictly confidential.