5 Oct 2020

Due Diligence - Photo by Giorgio Tomassetti on Unsplash

Photo by Giorgio Tomassetti on Unsplash

By Eric van Heeswijk and Marc Wilson


Eric is an analyst and Marc is a partner at Global Advisors.

 

Both are based in Johannesburg, South Africa.

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    As many as 70 – 90% of deals fail to create value for acquirers. The majority of these deals were the subject of commercial or strategic due diligences (DDs). Many DDs are rubber stamps – designed to motivate an investment to shareholders. Yet the requirements for a value-adding DD go beyond this.

    Strategic due diligence must test investees against uncertainty via a variety of methods that include scenarios, probabilised forecasts and stress tests to ensure that investees are value accretive.

    Firms that invest during downturns outperform those who don't. DDs undertaken during downturns have a particularly difficult task – how to assess the future prospects of an investee when the future is so uncertain.

    There is clearly an integrated approach to successful due diligence – despite the challenges posed by uncertainty.

    Most deals and DDs fail

    In September 2015, AB InBev announced its first bid for SABMiller. SABMiller's market capitalisation prior to talk of the deal was $75bn. By the time the deal had concluded in October 2016, AB InBev had agreed to pay $104bn. This earned it a place on multiple lists as one of the largest and most expensive deals of all time. But was it worth it?

    AB InBev clearly saw $29bn of value above market cap – despite the concerns of multiple practitioners at the time. What's happened since?

    Over the nearly 4 years since the deal, AB InBev has struggled to maintain its pre-deal market cap plus synergies of approximately $204bn. The broader trend has indicated a decline in market cap and share price of over 25% pre-Covid lockdowns.

    Figure 1

    AB InBev market cap 2015 – present

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    In 2019, the Financial Times also pointed out that AB InBev's unbundling of SABMiller's assets has occurred at EV / EBITDA multiples substantially lower than the multiple AB InBev paid for SABMiller. A quote from an industry commentator sums it up:

    Every single disposal has been done at a dilutive multiple to what they paid for SABMiller, the share price is lower, and they still have a mountain of debt to deal with.

    While there are certainly other factors that have influenced the market value of AB InBev in the time since the deal and there are still potential long-term payoffs to be had, more and more evidence leads to a simpler explanation: AB InBev overpaid.

    They would not be alone in having done this – from Time-Warner to Quaker Oats / Snapple and Sprint / Nextel, the list of value-destroying M&A deals goes on. The bottom line: most deals fail to create value.

    70-90% of deals fail to create value

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    What went wrong? Often, it's a faulty due diligence process.

    Traditional due diligence doesn't cut it anymore

    Traditional legal, operational, financial, and environmental due diligence studies are fundamentally backward-looking. Their principal focus is to evaluate a company's historical actions or to uncover past problems that the buyer does not want to inherit or wants to receive compensation for. While this is worthwhile, its scope misses the fundamental value-add a strategic due diligence can bring besides just vetting historical information. 

    Traditional due diligence studies are fundamentally backward-looking

    Critical issues such as the uncertainties around the macro-environment, competitor actions, evolving technology and changing consumer demands are frequently not given enough attention.

    A 2017 study of due diligence processes in South Africa (SA) found that 'DD practitioners often mistake M&A DD in SA for merely financial DD' and further went on to recognise that the DD process in the country has had to evolve as clients have become more interested in seeing the bigger picture.

    DD practitioners often mistake M&A DD in SA for merely financial DD

    Due diligence has been stigmatised to the extent that its value-add has been limited (from both a client and practitioner perspective) and changing this attitude is the first step in enabling deal success.

    Continuing with traditional due diligence means continuing with value-destructive deals.

    A strategic due diligence addresses these issues by adopting a forward-looking perspective, and should explicitly incorporate addressing uncertainty.

    Strategic due diligence is forward-looking and incorporates future uncertainties

    The aim of strategic due diligence is thus twofold: evaluate the attractiveness of a potential deal and quantify the effect of uncertainty on the deal.

    By employing a holistic and strategic lens, the due diligence process is elevated from a box-ticking exercise to a critical first step in unlocking value.

    At the outset, it helps to examine some of the mis-steps in acquisitions more broadly before getting into why DDs themselves fail.

    Acquisition mis-steps

    Two key reason deals fail

    \

    Poor strategic fit

    Poor understanding of value

    Poor strategic fit

    Many acquirers pay lip service to strategy. Reasoning is typically loose if it exists beyond financial metrics.

    There may be many strategic justifications for a target acquisition – market or segment entry, market share goals, economies of scale, etc. But there is one that deserves a cold shower – diversification. It is often the basis for disastrous strategic mis-steps.

    On the contrary, we find that acquisitions that are more successful are those that improve the acquirer's core business – either as a direct addition or a buttressing adjacency. Such acquisitions exploit and add to current competencies, improve strategic positions, grow economies of scale and scope.

    In the current Covid climate, we see a typically disastrous mis-step – acquisitions to redefine the core business. Core redefinition may well be necessary if the acquirer has reached full potential in its core given foreseeable future market conditions, but many a sin has been justified on this basis. Acquisitions to gain access to ecommerce channels, digital capability and other capacity increasingly important in the post-Covid world should be examined with intense rigor and against other alternatives.

    Acquisitions that are motivated by diversification almost always do the opposite to those motivated by strengthening the core. They strain management bandwidth and invite poor decisions due to unfamiliar territory. They diminish the repeatability of elements of the acquirer's business model. And by their very nature, they often result in overpayment due to lack of acquirer understanding of the true value of the target.

    If diversification is to be a vaguely valid objective, it should be on the basis that the diversity is provided by a close adjacency – access to new customers, markets or deepening of competency.

    If poor strategy is typically the first M&A mis-step, then poorly understood value is a close second.

    Poor understanding of the true value of the acquisition

    The value anticipated when the deal was entered often fails to materialise – the numbers and assumptions vetting the 'value' of the deal beforehand are often misguided.

    Acquirers overpay. Deals fail to deliver their expected returns.

    But what leads to companies so frequently overpaying? 

    We find that in addition to erring on technical and emotional issues (overestimating synergies, cognitive biases etc. – see below), there is often confusion about the true value of an acquisition.

    Managers often struggle to answer (or worse, not do not fully appreciate) the subtle difference between the following questions:

    1. What is the value of the asset to the buyer?
    2. What is the value of the asset to the seller?

    The true value of an acquisition is dependent on the perspective taken.

    Figure 2

    The value of an acquisition

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    For a seller, the value of the business is the intrinsic value – the value of the business in its current form plus any expectations of future performance. The market may place a premium on the intrinsic value when there is anticipation of improvement in business performance or industry conditions – or that an acquirer will overpay. The intrinsic value plus any such premium is the market value or market capitalisation of the business.

    For a buyer, the business is worth the synergy value – the intrinsic value of the business plus additional synergies it believes it can unlock.

    Strictly speaking, the seller should accept a purchase price equal to the intrinsic value of the business. In reality however, the seller, knowing the buyer is valuing synergies, will argue for a premium on intrinsic value.

    While this is typical and forms part of the negotiation process, a critical mistake companies often make is not understanding the value gap – the difference between the intrinsic value and synergy value.

     Any premium paid on intrinsic value is effectively paying some of the future expected synergies to the seller – diluting the buyer's future returns.

    Critically, the buyer needs to understand the size of the value gap and what portion of this is being paid away in premium.

    From this point, the buyer needs to ask some key questions: 

    1. What is the impact of the premium paid on deal returns and attractiveness?
    2. What is the resulting maximum price that can be offered?
    3. How do we account for the uncertainty of synergy value and timing – and how should this further impact our offer?

    Why DDs fail

    Due diligence often doesn't assess strategic fit or stop overpayment

    The result of incorrectly assessing fit is an acquisition that distracts focus and weakens the core business.

    The result of having a poor understanding of the true value of an acquisition is overpaying.

    But what are the specific mistakes in the DD process that lead to this?

    We find three categories of issues: strategic, technical and emotional.

    Due Diligence Failures

    Three key reasons DDs fail

    Strategic

    Limited consideration is given to strategic fit or an acquirer’s ability to do better with the acquiree.

    Technical

    A multitude of technical mistakes are made misrepresenting acquiree value.

    Emotional

    Management misalignment and investor biases result in value misjudgments.

    Strategic challenges

    An acquisition or merger must have a clear place in an acquirer's portfolio strategy. This overarching view will define objectives, expectations, capital and resource allocation and more.

    Frankly, most DDs ignore strategy all together and focus on perceived financial value. Not only must strategic fit be assessed, but we find the following six categories of strategic challenges.

    Strategic challenges

    6 key strategic challenges

    R

    Poor strategic context

    If an acquirer does not have a strategy, it starts without context and cannot align an acquisition objective to a broader strategic goal. Mere goals such as market share expansion, market entry and other amorphous justifications may justify any number of poor acquisitions. Acquisitions should be clearly aligned to a clear rationale as to how the step will improve the parent's strategic position and have post-acquisition / merger integration requirements and goals.

    \

    Poor strategic fit

    Even the best strategic rationale can be let down by poor strategic fit. As we have outlined, an acquisition must strengthen the acquirer's core business through either helping it reach full potential or as a buttressing adjacency.

    Poor cultural fit

    It might seem strange to include cultural fit under strategy. We do so based on repeated experience – not even great strategy can fix poor cultural fit. Indeed, it might even be said that an aligned winning culture has become a cornerstone of strategy. A well targeted acquisition or merger might unlock new potential in an acquirer's core business through the addition of complementary cultural fit.

    Poor parenting

    Acquirer's seldom ask whether they are the best parent for an investee. And they seldom are. While this may not stop an acquisition, the parent gap should be assessed and a clear plan to close it should be assessed. Asking the question is the critical first step.

    The lack of plan to win

    There are many definitions of strategy. For competitive strategy, this can be as simple as a plan to win. An acquisition should clearly figure in the acquirer's plan to win – and the acquirer should figure in the investee's. Such a plan must understand the competitive position of the acquirer and the acquisition and how the post-acquisition position is improved for both.

    t

    Poorly understood uncertainty

    Sadly, strategy's Achille's heel has been an illusion of certainty. If a plan is sufficiently well thought out and backed by rigorous analysis, then surely this is how the future will turn out? Obviously not. And in the case of mergers and acquisitions, seldom so.

    If the strategy of a firm is subject to uncertainty within its pre-acquisition domain, then it stands to reason that it's post-acquisition world will be more so. Yet due diligences repeat the habit of poor strategies – they fail to adequately outline uncertainties and plans to mitigate them.

    Of course, scenario planning is not new and any basic due diligence should assess a best and worst case. But strategically dealing with uncertainty requires more. Uncertainty is not singular nor homogenous – it must be unpacked. Probabalised simulations, impact analysis, scenario planning, quick wins, options and hedges are contained in a variety of tools and approaches that should reduce uncertainty to its known remaining basis. Anti-fragile measures should protect against remaining unknowns.

    Technical challenges

    There are a myriad of technical factors impacting DD analysis – but nine sins destroy more value than most.

    Technical challenges

    The 9 technical sins of dealing and due diligence

    Overestimating synergies

    Synergies are the most immediate and obvious reason realised value misses predicted value. The numbers don't match the rhetoric – growth rates and cost savings are overinflated while deal costs and 'dis-synergies' are left unaccounted for. If a forecasted growth / saving rate is substantially wrong, that usually means the uncertainty in the metric hasn't been captured adequately. Not only are synergies overestimated, the time and costs of achieving synergies are usually underestimated.

    Mis-measuring returns

    A deal can be significantly profit accretive but still destroy value. It all depends on the capital required to unlock those profits and by failing to adopt an adequate measure of true deal returns like ROIC or economic value added, deals can dilute value. This can also play out in subtle ways. For example, we have often found too little attention being paid to the working capital requirements and opportunities of a combined entity which impacts capital required and returns.

    Playing the PE game

    Many acquirers acquire to add the earnings of an investee trading at a lower Price Earnings ratio. Doing so can have the magic effect of converting the investee's earnings to a higher valuation based on a PE multiple closer to that of the acquirer. If such a strategy is not backed up by a fundamental strategy to achieve this uplift, then ultimately the game becomes one like a Ponzi scheme – doomed to ultimate collapse. A critical driver of such behaviour is misaligned long-term incentives of managers looking for short-term wins.

     

    Misaligned agency interests

    Misalignment between owners and managers has a long history in deal failure. Managers often have an outsized influence on whether or not a deal happens and are not incentivised properly. If managers are evaluated on metrics that feed some of the emotional factors at play instead of an aligned, encompassing return measure, then they'll naturally push for deals that (unwittingly) destroy value.

    Premium myths

    If you acquire another firm you need to pay a premium, right? Wrong. While you need to entice the seller to accept an offer, you also need to stick to your deal value (which could be equal to or below market value) and your walkaway price. Too many negotiations just bid up value instead of seeking give-and-take.

    Time factor

    When reputations, pride and bragging rights are on the line, hubris makes it even less likely an overpriced deal will be walked away from and feeds overconfidence.

    The phantom competitor

    Sellers are typically well aware of the impact of a competitive bidder. Even if such a bidder soes not exist, sellers often raise their spectre. Buyers seldom remain focused on their deal thesis in such situations and typically raise their bids in response.

    Lack of opportunity-cost thinking

    What is the cost of the deal compared to the cost of developing its benefits through internal investments? There is no magic in buying another company – you should still be pursuing the same goals.

    Market-driven dealing

    Letting market dynamics dictate when and how much to pay for deals is the inverse of taking a strategic, fundamentally-driven approach to inorganic growth. Just because competitors are doing deals doesn't mean it makes sense for your company.

    Particular attention should also be paid to anti-trust restrictions imposed post-deal – we typically find that the costs of these are underestimated in the South African environment.

    Emotional challenges

    In addition to technical issues, deals are by nature emotional for those involved and both interpersonal management motivations and cognitive biases threaten deal value realisation

    Management and bias

    Management motivations

    Hubris

    When reputations, pride and bragging rights are on the line, hubris makes it even less likely an overpriced deal will be walked away from and feeds overconfidence.

    Empire-building

    Chasing growth and company size for the sake of it aren't enough when it comes to strategically measuring value and deal returns.

    Incentives

    People are emotionally involved when it comes to performance incentives and managers responsible for deals are no different – their agenda is their incentive and their incentive could be to do the deal at all costs.

    Management and bias

    Cognitive biases

    Confirmation bias

    When reputations, pride and bragging rights are on the line, hubris makes it even less likely an overpriced deal will be walked away from and feeds overconfidence.

    Overconfidence

    The deal goes through at an exorbitant price because higher numbers confirm a pre-existing belief. The belief justifies the numbers instead of the numbers justifying the belief.

    ANchoring

    Both buyers and sellers tend to fixate on certain numbers which may be established early on in the due diligence process – this is dangerous as it fails to account for critical changes in value that might occur as more information comes to light.

    Mental Accounting

    Both buyers and sellers tend to fixate on certain numbers which may be established early on in the due diligence process – this is dangerous as it fails to account for critical changes in value that might occur as more information comes to light.

    Deals will always be subject to biases – the point is not to eradicate them but to raise awareness of them and in doing so temper the negative effect biases will have on deal value. Value destruction happens when there aren't any effective mechanisms to guard against these biases.

    Ultimately, we believe most of the reasons deals fail can be linked back to uncertainty. Whether it's failing to recognise it, under-accounting for it or letting biases smooth over it. The question is then how one should account for uncertainty.

    Strategic due diligence best practice

    We find that best practice can be summarised in a four-stage approach to strategic due diligence:

    Strategic Due Diligence Best Practice

    Four steps to DD success

    \

    Deal thesis and strategic fit

    Targets and metrics

    U

    Performance analysis

    u

    Quantify uncertainty

    Defining a clear deal rationale is a critical first step before considering investment.

    Companies have a far greater chance of success if they have a clearly-defined and strong core business from which they expand into logical adjacencies.

    While the current economic downturn means there may be acquisition opportunities at depressed prices, it doesn't change the strategic criteria a deal must meet – strengthening or redefining the core.

    Figure 3

    Profit from the core

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    The starting point for any due diligence process is to define the deal thesis. The deal thesis should explicitly define the strategic rationale for the investment and describe how the investment will add value to the acquirer. We find it useful to frame this in terms of the 'profit from the core' framework above.

    The deal thesis provides the foundation on which the subsequent due diligence steps are laid. If you know where deal value is coming from, you know where to focus interrogation efforts.

    Importantly, the deal thesis must explicitly address the quantitative benefits the deal will provide, linking these to the company's existing strategic imperatives.

    The deal thesis should answer a number of key questions:

    • Does the deal further our core strategic objectives?
    • What is the expected pay-off from the deal?
    • Why does this target and deal provide a better payoff than other potential deals?
    • What are the critical assumptions underpinning the deal's payoff?
    • How wrong would we have to be on each of the key assumptions for the deal not to make sense?
    • Why does the deal make more sense than investing in our existing businesses?

    With the strategic rationale in place, a clear set of metrics needs to be defined against which the success of the deal can be measured.

    A value-adding set of metrics should follow a few simple principles: 

    1. Defined in terms of top strategic priorities
    2. Readily measurable
    3. Follow one version of the truth
    4. Drive and align with performance incentives
    5. Persistent (will endure as the measure of success)
    6. Able to be decomposed (to isolate cause and effect)
    7. Broadly balanced (collectively able to answer whether the deal was a success)

    Clear targets and minimum thresholds must be agreed for each of the metrics and stakeholder buy-in needs to act as the glue that keeps the deal value-accountable. 

    Critically, the targets will also later be used to infer the maximum price the acquirer can afford to pay based on the value gap described in Figure 2.

    The third step requires a deep analysis of the target company and its industry to substantiate the deal rationale and evaluate the attractiveness of the target. 

    This process should address key questions: 

    • Is this an attractive industry to be in?
    • What is the target's competitive position?
    • What skills and capabilities underpin the target's success?
    • How does the target's current and trended financial performance and position compare to competitors?
    • What are customers' and suppliers' perception of the target and how well does the target understand this?
    • What is the value of the company based on future projections?

    A key output of this step is a base-case valuation and performance scenario – it's important to note these are not done on a conservative basis but on an expected basis. The base-case should capture target value using your best point estimates.

    In a traditional due diligence this is often the final output.

    However, without a clear view of the impact future uncertainties, you are left wondering what happens to this value when your assumptions and estimates change. One of the major downfalls of traditional due diligence and a key contributor to failed deals. Acquirers are too willing to accept one number as the truth.

    This step extends the static performance analysis and valuation performed in step 3 to consider the inherent uncertainties the business faces by considering scenarios, variations and probabilistic simulations.

    The critical first step in quantifying uncertainty is a clear understanding of the key value drivers. Quantifying uncertainty is not about allowing every input to vary but rather about honing in on the ones that drive the value metrics defined in step 2. These key variables can be identified through sensitivity analysis post valuation.

    Understanding these key inputs allows us to take a more sophisticated approach in starting to capture more uncertainty through scenario and Monte Carlo analyses.

    Scenarios are generated by considering discrete changes in key variables and measuring the resulting performance for each combination. Simulation can be used to test a probabalised and correlated distribution of values for a wide number of inputs. These should then be summarised into a set of key scenarios. Sensitivity analysis presents a middle ground – showing variation in output parameters for set changes in input parameters.

    Figure 4

    Simple example output comparing different scenario results for a metric

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    The performance under each of the scenarios is compared to the targets and thresholds defined in step 2 to understand which combination of key drivers lead to acceptable and unacceptable levels of performance.

    This kind of analysis can be extended to 'high, middle and low road' type scenarios for key drivers and can be applied to value components as much as it can be applied to the end-value result.

    Figure 5

    High, middle and low road scenarios

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    The benefit of this kind of approach is clear in terms of guiding decision-making: it gives us a sense of where value sweet-spots and danger areas exist (e.g. the heatmap above).

    However, while scenario analysis provides a good indication of the range of possible outcomes, it provides little indication of the likelihood of the scenarios actually occurring as well as the potential interplay (correlation) between variables. That's where probabilistic simulations come in.

    Modelling probability distributions for each key driver with correlations between these variables shifts thinking from simply 'operating margin is a key driver and we expect it to hit 30% over the next 5 years' to 'if we expect 30% but allow for the possibility of it varying between 10% and 40% in combination with the other key drivers, how is value affected?' Monte Carlo simulations are an example of this kind of analysis.

    The analysis output is a probability distribution for each of the return metrics previously defined as well as the target valuation.

    Figure 6

    A valuation distribution from Monte Carlo analysis

    Performance of the S&P 500 and JSE ALSI from 2010 - 2019 - Source: Global Advisors analysis

    This approach allows one to ask more interesting questions about deal value: 

    1. What is the maximum price we should be willing to pay to ensure we meet our targets with a given level of confidence?
    2. What is the likelihood of the deal adding value? What about failing to add value?
    3. What are the combinations of key value drivers that make the deal value accretive?
    4. What drivers of downside outcomes can be mitigated and at what cost?
    5. Where does true uncertainty lie, can this be unpacked and how can anti-fragile solutions be applied to these?

    Ultimately, being able to quantify uncertainty in this way should lead to better decisions or at the very least more informed ones. There are many ways to think and talk about risks to deal, value and due diligence success but facing up to them leaves you in a more powerful position to make a value-creating deal happen.

    Making the most of a crisis – investing during a downturn

    While the economic impact of the Covid-19 pandemic has put many firms into crisis management, it is also a potential opportunity for stronger firms to execute on deals at good value. Whether this means industry consolidation, expansion opportunities or selling non-core assets, market conditions are potentially favourable for firms with excess cash or investors with access to cheaper credit.

    Recent studies confirmed that Private Equity firms that were more acquisitive during the Great Financial Crisis outperformed their peers by 2% when measured on an IRR basis.

    Firms that invest during crises outperform

    investing in the downturn

    Four key steps to beat the downturn

    Secure The CORE

    Strong core business

    Set The Right Metrics

    Focused on value creation

    Align targets

    Reset targets for the current reality

    Adjust Timing

    Factor in delays

    However, as noted earlier, market conditions alone are not a reason to justify new deals. A potential transaction that lacks strategic focus and a clear value case could hurt now more than ever. Uncertainty surrounding key value drivers has increased and this means a higher margin of safety is required.

    So how should you approach deal-making during a downturn?

    1. Secure your existing (core) businesses

    Before looking to capitalise on external opportunities, making sure your existing operations are protected is critical. Cash management, damage control and looking after your customers and workforce are key. However, a note of caution: securing existing businesses does not always mean ruthless cost-cutting – over-reacting and slashing costs while simultaneously pursuing new deals risks being inconsistent and threatens internal cohesion at a time when it's most needed.

    1. Revisit hurdle rates, return measures and incentives

    The criteria for value delivery are that much greater given the downturn and having a clear, updated picture of the immediate and long-term returns a deal needs to beat is critical. Investors should be well aligned with these value measures and internal incentives need to support value-creation.

    1. Prioritise potential targets and revisit strategic alignment

    It's unlikely the targets you had on your radar before are all still equally relevant. Some won't align with your post-Covid strategy while others will have pivoted their business models themselves. It's about picking the ones that matter most now, not before.

    1. Factor additional deal delays into the equation

    Regular processes under normal circumstances are likely to take longer given the pandemic and its effect on office access and communication in general. Regulatory approval, shareholder resolutions and due diligence processes are all likely to take longer to achieve. Plan accordingly.

    If due diligence and approaching a deal or transaction strategically were important before, they are now critical. Understanding the value inherent in a deal, how to manage it and how to measure it under conditions of extreme uncertainty are what will set the downturn outperformers apart from the rest.

    Conclusion

    Deal-making and due diligence needs a cold shower – a return to rationality and a return to value.

    This starts with understanding and acknowledging the strategic rationale, being aware of the drivers and threats to deal value and ultimately striving for an honest due diligence. Honesty acknowledges bias and uncertainty and requires a clear plan to mitigate and address them. There are effective tools to do just this.

    Due diligence need not be monolithic either – a gated approach can disqualify deals based on poor strategic fit at early hurdles. Our analysis shows that just this step can add the most significant value.

    A best practice DD should also define the metrics for deal success. A successful DD should result in an active implementation plan and dashboard.

    Ultimately, while even a perfect due diligence can't guarantee deal success, poor DDs certainly don't help. The best practice lessons are clear.

    Global Advisors are acknowledged global due diligence experts. Recent and current projects include European and West African clients, the food, agricultural and energy markets, where Global Advisors has partnered from market and candidate prioritisation, strategic due diligence, deal structuring, drafting of term sheets and definitive agreements, negotiation assistance, anti-trust authority submission support and post-deal strategy and implementation support. This work has spanned the Covid-19 crisis and assisted in incorporating its implications in due diligence findings and recommendations.

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    Sources

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    2. Afsharipour, A. – 2012 – 'A Shareholders’ Put Option: Counteracting the Acquirer Overpayment Problem' – Minnesota Law Review – 402 – https://scholarship.law.umn.edu/mlr/402
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    9. McKinsey & Company – 2020 – 'A new decade for private markets: McKinsey Global Private Markets Review 2020' – https://www.mckinsey.com/~/media/mckinsey/industries/private%20equity%20and%20principal%20investors/our%20insights/mckinseys%20private%20markets%20annual%20review/mckinsey-global-private-markets-review-2020-v4.ashx
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    Covid-19 – Johns Hopkins University

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