Vendor Due Diligence/Vendor Due Diligence Assistance

Sector of activity: Manufacturing industry
Size (sales in €m): 600

Context

  • A listed international Group decided to off-load a non-strategic subsidiary specializing in the manufacture and distribution of sensors for various markets (aeronautics, industry, transport, defense, etc.)
  • This subsidiary was highly internationalized with production and distribution sites in Europe, North America and China
  • Its activity was fragmented into several business units with widely varying output, technologies and end markets
  • The sales process initiated in 2011 was suspended twice before being completed in 2014

Our mission

  • We accompanied the Vendor throughout the sales process. Therefore, our mission entailed several distinct phases which made it possible to cover the following areas:
  • Preparation of vendor due diligence with specific points of analysis such as:
    – Analysis by business unit of historical performance
    – Factoring underlying markets into analysis of sales and the business plan
    – Analysis of carve-out issues
  • – Assistance to the vendor with preparation of specific analyses for the potential buyer through to the transaction closing date (including drafting of SPA financial clauses)
    – Management of the Q&A process

Results

  • The Group finally succeeded in selling its subsidiary in 2014

Key success factors

  • Ability to mobilize a large, experienced and international team for several months in the USA (headquarters of the subsidiary sold)
  • Continuity in the management of the case over the years
  • Creation of a relationship of trust with the various parties: the Vendor, the Management of the subsidiary sold but also with the buyer throughout the Q&A phase