Services

Mergers & acquisitions

Deals are won or lost after signing. I work on the side that has to live with the result: the diligence that asks the operating questions, and the integration or the exit that follows.

1
New York Stock Exchange listing process, from the South American side
3
offers secured for a 3,600-person subsidiary under a three-month mandate
2
greenfield entries and acquisitions executed

What this is

Bankers price a deal and lawyers paper it. Neither is accountable for the business on the Monday after closing. I come in as the operating and financial counterpart: what the numbers mean, what the target's management is not saying, what the integration actually costs, and what the first hundred days have to deliver.

I have been on every side of this. Acquisitions and a greenfield entry at Ingersoll Rand. A New York Stock Exchange listing process at Ardagh. And the hardest version — a mandate to sell a 3,600-person subsidiary where the offers came in and headquarters turned them down, so the alternative had to be executed instead.

What you get

  • Operating due diligence: the questions a banker's model does not ask
  • A view of the target's real cost base and working capital, not the adjusted one
  • An integration plan with owners, dates and a costed first hundred days
  • On the sell side, a business packaged so the diligence does not reprice it
  • An honest recommendation, including when the answer is to walk away

How it runs

01

Diligence

The operating read: cost base, working capital, customer concentration, the people who actually run it, and what breaks if they leave.

02

Execute

Alongside the bankers and lawyers, holding the operating and financial position — including the parts of the agreement that will be hard to live with.

03

Integrate or exit

The first hundred days, costed and owned. Or, where that is the mandate, a clean exit, including the version nobody wants to run.

The record behind it

At Ingersoll Rand I executed one greenfield entry and one acquisition for Latin America. At Ardagh Group I was Chief Financial Officer for South America through the group's 2017 New York Stock Exchange listing, which is a diligence process of its own kind. And at Ezentis Brasil the mandate was to sell a 3,600-person subsidiary in three months: I sourced buyers and secured three offers, headquarters accepted none, and the wind-down and bankruptcy became my job instead.

Questions about this work

Do you replace the investment bank?

No. The bank runs the process and prices the deal. I am the operating and financial counterpart who reads the target as a business rather than a model, and who is still there when the integration has to be executed. On smaller mid-market deals there is often no bank at all, and then the roles merge.

What do you look at that a financial diligence does not?

Whether the cost base is reproducible after the owner leaves, how concentrated the customers and the key people really are, what the systems can and cannot do, and what the first hundred days will cost. Financial diligence tells you what happened; the operating read tells you what will happen.

Can you help if the decision might be to close rather than sell?

Yes, and that is work most advisers avoid. I have run it: a three-month mandate to sell or shut a 3,600-person subsidiary, offers secured and refused, and the wind-down executed afterwards. Done properly it protects the group's reputation, its people and its remaining liabilities; done badly it costs more than the business was worth.

Start a conversation

A 30-minute call, in English, Spanish, Portuguese or Italian. No deck, no pitch — you describe the situation and I tell you whether I am the right person for it.