M&A: From LOI to Close
CPE Credit Awarded
Thursday, March 11, 2010; 1:00 PM ET

David Braun is hosting a webinar with Capstone Senior Vice President Wes Teague.

Building on the success of our last webinar on Contemporary Legal Issues in M&A, Capstone is presenting a new program that will lead you through one of the most challenging, yet exciting parts of any deal:  The journey from Letter of Intent to Close.

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:
•    Explain the structure of an Letter of Intent and how to make it beneficial to your situation
•    Describe how to manage the Due Diligence process from both the viewpoint of the Buyer and Seller
•    Utilize strategies to negotiate an agreement that is beneficial to both sides
•    Identify how valuation is affected during the Due Diligence and Closing process
•    Recognize what is expected at Closing
•    Begin to execute your Integration game plan
David and Wes will speak for 50 minutes followed by a question and answer session.

No Prerequisites or Advanced Preparation needed!

To register, click here: https://www2.gotomeeting.com/register/875225514

Registration Fee: $79

IMPORTANT PAYMENT INFORMATION:  Once you register, we will send you a request for payment via PayPal (may take up to 24 hours).  Once payment is confirmed, your registration will be approved and you will receive the log-in information for the webinar.

Mark you calendar for our upcoming webinars for CPE Credit:
•    Thursday, April 8, 2010 1 PM ET:  “Finding Opportunity for Growth” - 1 credit in Business Management and Organization
•    Thursday, May 6, 2010 1 PM ET: “Identifying the Right Markets for Expansion” - 1 credit in Business Management and Organization
•    Friday, June 5, 2010 1 PM ET: “How to Find Top-Notch Companies” - 1 credit in Business Management and Organization
For questions or concerns, please contact Matt Craft at 703-854-1910 or mcraft@capstonestrategic.com

CPE Credits – 1 CPE credit in Business Management and Organization will be given for those attending this webinar

Program Level:  Basic

Delivery Method: Group Internet-Based

Refund policy: Requests for refunds must be received in writing by 1:00 PM ET Wednesday, March 10.  After 1:00PM Wednesday March 10, a credit will be given for a future webinar.  In the event of a cancellation, you will be given the option of a full refund or applying your fee to a future webinar.

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

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, Capstone, David Braun, due diligence, External Growth, Indication of Interest, Integration, Letter of Intent, LOI, mergers, Mergers and Acquisitions, webinar, wes teague

I was asked during a recent client review for my recommendation on when it was appropriate to divulge  leadership’s M&A intentions to the Board.

Based upon my experience, there is no time like the present. You want to avoid surprises. You want to get questions out “on the table” in time to develop answers. You want to avoid ‘dart throwers’ by getting your Board ‘on board’ with direction and rationale. You want to make recommendations as leaders but appropriately use advisors or the Board as ’sounding boards’ so you can develop the right analysis and complete due diligence to the satisfaction of the ultimate decision makers.  This will enable you to maintain deal momentum with the target owner.

I could go on but, “why wait?”  Engage with your Board, educate them on you market and prospect criteria, and keep them informed.

M&A is a “big” decision, so work toward alignment and get the Board involved early.  You will save valuable resources - both human and monetary.

Technorati Tags: Acquisition Strategy, acquisitions, board, business acquisitions, Capstone, due diligence, External Growth, John Dearing, M&A, m-and-a, 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 are countless books on how to effectively integrate two companies after an acquisition.  Some stress “communication” while others put the emphasis on “culture”.  While both concepts are important, neither is the key to integration success.  In my experience, the single best thing you can do to ensure a smooth integration is to buy the right company.
This may seem self-evident, but in many cases the choice of target is the hidden source of endless integration problems. If you’ve bought the wrong company, no amount of force or ingenuity can squeeze a square peg into a round hole. “The right company” means a company that serves a single, well defined strategic purpose. Experience shows that integration is infinitely easier when the buyer and the seller are aligned on the strategic rationale for the combination.  Throughout the entire acquisition process from market and prospect research through negotiations and due diligence, you have been looking for the characteristics, opportunities, resources, people and culture that will make an ideal fit with your own enterprise. Assuming you have done that right, it is reasonable to expect a relatively happy union.

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

On Friday, August 21, 2009, Capstone will be hosting a webinar on maximizing the time and effort put into due diligence in the acquisition process.

Due diligence has traditionally been seen as a “check the box”  exercise - you evaluate the strengths and weaknesses of a target, uncover liabilities and understand risk in order to determine whether to proceed with the acquisition.

While these are all still valid and necessary reasons, a new way of thinking about due diligence has come to the forefront.  Due diligence will allow you to find opportunities to boost the likelihood of success for a deal.  Due diligence can:

- Pave the way for a smoother integration
- Identify “stars” that will help the newly formed entity grow
- Craft a creative deal structure to allow a deal to flourish

Due diligence is about more than just looking for red flags and hammering the target for more and more information.

The webinar is free and open to the public.  There will be a a 45 minute presentation followed by a 15-minute question-and-answer session.

Date:  Friday, August 21, 2009
Time: 1:00 PM ET/ Noon CT/ 11:00 AM MT/ 10:00 AM PT

To register, please follow this link:

https://www2.gotomeeting.com/register/117587779

Technorati Tags: Acquisition Strategy, acquisitions, business acquisitions, Capstone, David Braun, due diligence, External Growth, Integration, M&A, m-and-a, mergers, Mergers and Acquisitions, webinar