M&A Insights
Stay on Top of the Changing M&A Landscape.
Navigating the Biggest Challenges in M&A Transactions
Mergers and acquisitions (M&A) can be complex and fraught with potential pitfalls. Several common factors can derail a deal, leading to frustration and wasted resources for all parties involved. From time-related issues like deal fatigue to financial discrepancies, due diligence surprises, and employee retention concerns, these deal killers can arise at any stage of the process.
Financing Transactions
Financing is the lifeblood of deals in M&A. Sellers must assess the cash position of their buyers before proceeding to market.
The Role of Default Positions in M&A
Default positions in M&A terms, which occur automatically unless changed, significantly impact deals. They also determine where earnout funds are held and whether post-closing roles renew automatically. These defaults influence transactions both legally and through relationship dynamics.
What is Representation and Warranty Insurance?
What is a Quality of Earnings Report?
What is EBITDA and Why is it Used in M&A Valuation?
What is Adjusted EBITDA and an Add-back?
What Does “Cash-free, Debt-free” Mean in M&A Transactions?
What is Working Capital and How Does it Work in M&A Transactions?
How to Choose the Right Bidder in a Sell-Side M&A: Evaluating LOIs
It all begins with an idea.
Why Asset Deals Dominate Smaller M&A Transactions
From Valuation to Closing: How M&A Advisors Manage Confidential Sales
Understanding Indemnification Terms in M&A Transactions: Key Considerations for Buyers and Sellers
Exclusivity Agreements: When and How to Use Them
Kicking off another post, this time focusing on exclusivity or no-shop provisions.
M&A Deal Points | A Deep Dive on SaaS Valuation
We now turn to a final factor that quantifies elements from across the other factors: SaaS metrics.
Deciphering Deal Structures: Insights into M&A Consideration Mix
In M&A, the consideration mix or deal structure can be just as crucial, if not more so, than the headline purchase price for sellers. Earnouts, rollover equity, and seller notes don't always translate into expected cash returns.
Deal Diary: How to Handle Minority and Marketability Discounts in Operating Agreements
Recently, while drafting an operating agreement for a surgery center, we used a formula-based redemption price with an appraisal option if contested. Should appraisers apply minority and marketability discounts?
SaaS Valuation Demystified: Tips for Buyers and Sellers in the Market
Traditional SBA valuation metrics often fall short when applied to SaaS businesses due to their unique characteristics, such as huge total addressable markets and opportunities for explosive growth. This has created a market where business transfers command higher prices, attracting various buyers with ample funding sources.
Unlocking M&A Value: Harnessing Synergies to Drive Purchase Price
Strategic buyers in M&A transactions often value targets higher due to potential synergies. Unlike non-strategics who base valuations on EBITDA, strategics consider added value from synergies, such as cost savings, revenue enhancement, gross margin improvement, and strategic benefits.