We provide bid support services that help companies make and defend hostile public bids. If your company feels vulnerable to an approach, we will help you prepare hostile reviews on your own business. We will help you analyse the vulnerability of the target.

For defenders, we work from the moment a hostile bid is announced to help defend or achieve the best price for your company. We help company management position themselves favourably to the markets during the bid.

We also carry out 'dummy' defence assignments for clients who feel exposed, but before a bid is announced. Many companies commission defence reviews as a routine board activity to help maintain an objective external view of their company.

Potential issues

• You are looking to acquire a public target in the coming months.
• You think that your company may be vulnerable – because of underperforming share    indices, market criticism or the possibility that the company may be broken up.
• Your company is announcing a restructuring, a change of strategy or an ambitious    acquisition.
• Your company has problems with management succession.

How we can support you

• Your organisation benefits from our early involvement, our familiarity with the process and priorities, and our understanding of how to work with the wider defence or attack team.
• We assist in developing the arguments on value, supporting your proposition and helping to strengthen your position - both in the market and with shareholders – and so to increase the chances of a successful result.
• We can help the company's management team position itself well in the eyes of the markets during a bid.

Financial due diligence-buy side

Any organisation considering a deal needs to check all the assumptions it is making about that deal. Financial due diligence provides peace of mind to both corporate and financial buyers, by analysing and validating all the financial, commercial, operational and strategic assumptions being made. It uses past trading experience to form a view of the future and confirms that there are no 'black holes'.

The components of the service include revenue and market due diligence, synergy validation, maintainable earnings, future cash flows and all operational issues, as well as deal structuring.

Potential issues

• You want to strengthen your company's core business by acquiring rival products that are    almost identical in function/performance to your own.
• You need to build on your company's existing activities by purchasing complementary    products.
• You want to purchase a company to gain access to its existing products in new markets, or    to increase your customer base.
• You need to expand your company's current portfolio of products and services through the    acquisition of new ones - potentially to provide a hedge against the movements in the    markets in which the company operates.
• You want to spread your company's market risk by purchasing a company providing similar    products or services in another country.

How we can support you

• We can enhance the purchaser's understanding of the target business and therefore increasing the likelihood of the deal achieving its objectives.
• We can help you identify and understand critical success factors and therefore improve your understanding of all the relevant issues so that informed decisions can be made.
• We can highlight strengths that can be built upon or weaknesses that can be resolved.

Financial due diligence-sell side

When a company is up for sale - or selling off one of its parts - it needs to show an in-depth report on its financial health to potential buyers. This is called sell-side due diligence.
Kcbc provides comfort to both buyers (acquirers) and sellers (vendors) with an independent view of the business, encompassing its performance and prospects.
Sell-side due diligence aims to address the concerns and issues that may be relevant to even the most demanding purchaser.

For vendors undertaking a disposal or selling off a part of their own business, vendor assistance provides bespoke solutions to assist you in successfully completing your divestments.

Our vendor assistance specialists work alongside company management and their lead advisers throughout the process, so that opportunities and issues are understood and the correct steps are taken.

Potential issues

• Your company's strategy involves disposing of part of the business, whether through a    carve-out of business units, or by the sale of existing entities.
• Your company is in the process of restructuring / re-focusing its activities.
• You want to reposition your portfolio focus on core businesses, or return value to    shareholders.
• You have started to feel pressure from financiers as a result of deteriorating financial ratios.

How we can support you

• Provide vendors with greater control over the sale process and the timing of sale, which   can help secure a higher price for the business.
• Provide purchasers with greater certainty over the nature of the business and the   characteristics of its cash flow. This helps pricing decisions and the level of gearing the   structure will support.
• Reduce disruption to the business as the sale process is more controlled.
• Help add credibility to the facts, figures and information provided in the sales memorandum.
• Remove the necessity for a buyer to have substantial access to do their own due diligence   work as they will be able to rely on the sell-side due diligence report.
• Vendor assistance specialists can certify that the vendor retains pace and initiative   throughout the sale process.
• Early identification of value critical issues, providing the option to "regroup and fix" outside   the glare of publicity.
• Rapid execution of the divestment from the point of announcement. This reduces the   business disruption and accelerates transfer to new owners.
• Reduces uncertainty risk for finance buyers, potentially justifying higher offers.

Commercial and market due diligence

If a corporate or a private equity house wants to acquire another company, it will need to thoroughly understand that company's current and projected performance. Commercial due diligence involves a thorough review of the company's business plan in the context of projected market conditions and the industry/competition. Our conclusions are based on well-researched and integrated views on all aspects of the transaction, drawing on our extensive industry experiences and ‘voice of the customer’ interviews.

Potential issues

• You are considering acquiring a company, but there is market or competitive uncertainty,     such as new technologies, customers, trends, legislation, powerful buyers, or a new   geographic market etc, and you need to know how these issues might impact the current   and future value of the company.
• You are considering acquiring a company, and a significant proportion of the revenue/EBIT   projections appear to be based upon the success of new products, customers and/or   markets. You therefore need to test/validate the reasonableness of these assumptions. The   target represents either a new area of focus or a new market for your business.

How we can support you

• Your organization reaps maximum benefit from the KCBC Partners network at the   most critical stage of the process and can therefore make informed decisions as to whether   this is still a route you wish to take.
• Rapid diagnosis of – and subsequent focus on - key commercial deal issues with the result   that you can be sure that you have had specialized advice regarding recent developments   in the chosen sector.
• Our teams are likely to have had prior experience in the industry and will therefore not have   to go up the 'learning curve' at your expense. This helps keep your costs down.
• KCBC Partners conclusions are based on well-researched and integrated views on   all aspects of the transaction. This translates into a less cumbersome and more efficient   due diligence process, meaning your organization may only have one report rather than two   or three. This then saves you time and of course, cost.

Post deal services

Corporate and private equity buyers/sellers need to understand quickly and effectively the main business drivers of an investment, as well as the actions required to deliver transaction value most efficiently.

Our post-deal services and operational solutions team – comprising many individuals with line industry experience – confirms that transactions are handled with speed, focus and attention to detail. As a result, opportunities and problems are clearly highlighted and steps can be taken to address these quickly and efficiently so that you can concentrate on your core business.

Potential issues

• Most deals fail to deliver the potential value forecast when originally put together. A key    risk is failing to identify and address the critical success factors immediately post    acquisition.
• You want to take control of the business you have just bought, and want to know what to    do immediately.
• You want to turn the business plan used to justify the deal into reality.
• You do not have the time, experience or resource to manage the integration of the business    you have just acquired.
• You want to carve out one of your businesses in order to sell it for the best price.
• You need to get your portfolio investments "back on track" before you can sell them.

How we can support you

• We help our clients to understand the key business drivers affecting a deal (both before and after the transaction) so that they can make clear and informed decisions.
• The full transaction value delivered in the most efficient manner.
• We provide experienced and dedicated resource during times of significant change during a deal. Our specialists are on-site as part of the team.
• We have tools and techniques which have been proven in other transactions. We can then use these techniques early on in the process to save time and money.