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Understanding M&A and IT/ Tech M&A

M&A Technology

June 1, 2023

1. Understanding M&A

1.1 M&A Types and Deals

  • Mergers: Two companies combine to form a new entity. This often happens between equals.
  • Acquisitions: One company buys another company. It could be a friendly or hostile acquisition.
  • Divestitures: A company sells off a business unit. This is often to refocus on core businesses.
  • Spin-offs: A company creates an independent company by selling or distributing new shares of its existing business or assets. The purpose can be to unlock value that the market has failed to realize.

1.2 M&A Deal Cycle

  • Pre-deal (6-9 months): Identification and screening of targets, due diligence, negotiation of the deal.
  • Signing (1 day): Formal agreement is signed, but the deal is not yet legally completed.
  • Closing (1-2 months): The transaction is legally completed after regulatory approvals.
  • Day 1 (1 day): The day the deal is announced to the public and employees. Plan for the integration or separation begins.
  • Post-Day 1 (6-12 months): Integration or separation is carried out. Returns are monitored over a span of months to a few years.

2. Deep Dive into IT/Tech Topics during a Deal

2.1 Target Identification & Screening

  • Identify potential targets based on strategic fit, potential for value creation, and risk profile.
  • Screen targets based on a set of predefined criteria to identify a shortlist of potential acquisitions or mergers.

2.2 IT Due Diligence

  • Review the target’s IT infrastructure, systems, capabilities, and human resources.
  • Evaluate the efficiency, security, and scalability of IT systems and infrastructure.
  • Identify potential issues that could impact the value or strategic fit of the deal.

2.3 IT Integration/Separation Planning

  • Develop a detailed plan for how to integrate or separate IT systems and processes.
  • Plan for potential issues and risk factors, including disruption of service, security breaches, and data loss.
  • Consider staffing and resource allocation for the IT integration or separation process.

2.4 IT Synergies and Efficiencies

  • Identify potential synergies and efficiencies in the integration or separation process.
  • Consider potential cost savings, increased efficiency, or additional value that could be achieved.

2.5 IT Risk Management

  • Identify and manage IT-related risks, such as data breaches, system failures, and business disruption.
  • Implement risk mitigation strategies to manage and reduce IT-related risks.

2.6 IT Transition Management

  • Manage the transition of IT systems, services, and personnel during the integration or separation process.
  • Implement change management strategies to ensure a smooth transition and minimize disruption.

2.7 IT Value Creation

  • Identify and realize opportunities for creating value through the integration or separation of IT systems and processes.
  • Consider opportunities for improving efficiency, reducing costs, or generating new revenue.
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