I am hosting a webinar tomorrow (December 17) with CPE credit being awarded!

We’ve heard from our audience that they want an opportunity to earn CPE credits by the end of the year, so we’ve developed a webinar on an in-demand topic: current legal topics in M&A.

Even if you are not a member of the bar, this webinar will provide insight that any professional involved in M&A will want to know.

After completing this course, you will be able to:
- Define a typical timeline for the M&A process
- Describe the key principles and purpose of a Letter of Intent and Term Sheet
- Define the key differences between a stock purchase, asset purchase and merger
- Explain the basic contents of  typical sections of an acquisition agreement, including sale and Purchase, Reps and Warranties, Indemnification, Closing and Post-Closing

I will speak for 50 minutes followed by a question and answer session.

Date: Thursday, December 17, 2009
Time: 1:00 PM ET/ Noon CT/ 11:00 AM MT/ 10:00 AM PT
No Prerequisites or Advanced Preparation needed!
To register, click here: https://www2.gotomeeting.com/register/325735746

Registration Fee: None

Once you register, you will receive information on how to listen to the webinar and view the slides.

Please feel free to forward this information on to anyone who might be interested in corporate growth strategies.

CPE Credits – 1 CPE credit in Business Law will be given for those attending this webinarP

Program Level:  Basic
Delivery Method: Group Internet-Based
Refund policy: N/A
Capstone Strategic, Inc. is registered with the National Association of State Boards of Accountancy as a sponsor of continuing professional education of the National Registry of CPE Sponsors.  State boards of accountancy have final authority on the acceptance of individual courses for CPE credit.  Complaints regarding registered sponsors may be addressed to the National Registry of CPE Sponsors, 150 4th Ave N, Suite 700, Nashville, TN, 37219-2417. Website: www.nasba.org

For questions or concerns, please contact Matt Craft at 202-776-0500 or mcraft@capstonestrategic.com

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, business law, Capstone, CPE, David Braun, External Growth, Integration, M&A, Mergers and Acquisitions, webinar

According to the Wall Street Journal,  November 2009 was the biggest month in over a year for deals involving consumer products and food and drinks firms, with $12.54 billion in acquisitions.  And it doesn’t look like this momentum will be stopped.  Kettle Chips, Just for Men and Grecian Formula hair-coloring products, Aqua Velva cologne, Brylcreem hair gel, Vagisil feminine products and Ambi Pur brand are all reported to be on the block.  It is interesting to me that such well known brand name companies would sell in a down market. I believe the consumer product industry continues to have seismic changes as younger people are less tied to brands, while at the same time distribution channels like Wal-Mart have strengthening power over their suppliers and continue to expand their private label products. I anticipate more product consolidation as companies like P&G have to remain relevant to their customers and maintain some economies of scale. Perhaps at the end we will have some consumer product companies “too big to fail.”

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, Capstone, consolidation, David Braun, External Growth, M&A, M&A News, Mergers and Acquisitions, P & G

Our buy-side clients at Capstone are seeing the same trend that a recent Reuters article reported: “Companies are making moves to divest assets that are not essential to their operations, while stronger firms, nudged on by their boards and shareholders, are looking to grow and position themselves for the recovery.”  This leads to numerous “orphan” non-core product lines and/or business units.  This is resulting in increased deal flow, with more silent auctions and calls coming in from around the globe.  Further, JPMorgan noted: “We are seeing a pickup in serious strategic discussions that would give us more optimism for 2010.”  Capstone’s pipeline is strong and growing as proactive external growth requirements are driving leaders to “come out of the woodwork” looking for strategic assets that will offset their deficits on the organic growth side as they refine their 2010 budget forecasts.  Do you need to fill a gap? Consider that technologies and product lines are “on the market”.

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, Capstone, divestitures, External Growth, John Dearing, M&A, M&A News, mergers, Mergers and Acquisitions

A recent round table of corporate dealmakers at a conference sponsored by The Deal offered some interesting insights into the strategy mindset of some of the largest corporations in America.  All of the panelists expressed a “commitment to external growth.”

Two observations stood out to me. First, Sean Murphy of Abbott Labs said they are still “looking for strategically sensible deals”, implying that even in the face of current economic uncertainty, strategic deals are still being done.  Duncan O’Brien of GE noted that there were “some deals (they) couldn’t pass up because of valuations in this economy.”  We here at Capstone have long advocated that companies should not stop looking for ways to grow their companies externally - they just need to be smarter about how they do it.

Second, as an example to reinforce this last point,  in referring to the use of joint ventures as an external growth vehicle, O’Brien stated that they have learned in a JV “to do enormous documentation in the beginning to circumvent problems” and to put in “the right leadership, putting emphasis on HR”.  In our opinion due diligence (enormous documentation) and integration (emphasis on HR after the deal is closed) are two sides of the same coin, and continue to be especially important in a strategic investment, where the return on investment can be as subjective as objective.

Technorati Tags: Abbott Labs, Acquisition Strategy, acquisitions, business acquisitions, Capstone, due diligence, External Growth, GE, Integration, M&A, M&A News, Mergers and Acquisitions, wes teague

There is a trend afoot for firms to become more vertically integrated – controlling their supply sources, manufacturing, and distribution channels.  A few recent examples include Oracle acquiring Sun Microsystems to integrate hardware and software and H-P acquiring EDS to capture more consulting and professional services revenue, along with buying 3Com to capture more customers.  In the past, companies divested non-core assets and outsourced much of their work to create a more variable cost model. I think this current wave of vertical integration will be short-lived. It is primarily to capture revenue which companies desperately need.

What’s next, then? There is now an opportunity for companies to be creative with deal structuring and consider minority investments and strategic alliances.  Firms then have the advantage of having identified resources as partners, and can invest in and be privy to the expertise of a company, but are not saddled with having to run the businesses which are out of their expertise.

For example, I don’t see GM returning to being a fully integrated manufacturer like it was 50 years ago.  Rather than being a solid vertical line, you will see companies have dotted lines where they own key pieces and outsource others and have minority investments in some, majority investments in others and even strategic alliances.  The key will be for companies to decipher what pieces will be critical for them in 2020 and then figure out what the best deal structures are to maintain those key components.

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, Capstone, David Braun, External Growth, Hewlett Packarad, Integration, M&A, mergers, Mergers and Acquisitions, Oracle, Sun Microsystems, vertical integration