Prepare for thorough due diligence

Many investment bankers feel that the funding is out there, but the market environment in which "anybody could sell anything" has come to a screeching halt.

Many investment bankers feel that the funding is out there, but the market environment in which "anybody could sell anything" has come to a screeching halt. Everyone is facing rigid credit markets. Credit is tight in the mid-market too, but not "closed for business" the way it is for bigger deals.

M&A professionals also note that strategic buyers, as opposed to financial buyers, are emerging as the strongest party in deals. The advantage has shifted somewhat from the private equity groups to the strategic buyers. This group is seeing prices come down, and they are able to compete better than they have in years.

Experts advise sellers to expect to spend more time on due diligence preparation and thoroughness in the process. They also emphasize that improved presentation of due diligence materials is more critical than ever. Such an investment can help prevent issues that may cause a buyer to reconsider the investment or cause a lender to withdraw support, or even change the level and cost of financing in light of late-stage information becoming available.

The due diligence process is best managed by providing full disclosure in as transparent and efficient a manner as possible. Letting buyers "discover" issues on their own is invariably a bad approach; this may cause them to wonder what else they may have missed in their due diligence. Unexpected turns can result in renegotiation, lower valuation or the buyer's or lender's complete withdrawal from the M&A deal.

For certain companies in the mid-market, particularly those involved in M&A deals ranging up to $25 million, it is recommended to seek professional advice. It is not unusual for company executives or owners to want to manage the process themselves. However, a "go-it-alone" strategy may turn out to be very risky. With a false sense of security in their own deal-making capabilities, company executives are often blindsided by the nuances and specialization required in an M&A deal or capital-raising transaction.


About Merrill DataSite®

Merrill DataSite is a secure virtual data room (VDR) solution that optimizes the due diligence process by providing a highly efficient and secure method for sharing key business information between multiple parties. Merrill DataSite provides unlimited access for users worldwide, as well as real-time activity reports, site-wide search at the document level, enhanced communications through the Q&A feature and superior project management service - all of which help reduce transaction time and expense. Merrill DataSite's multilingual support staff is available from anywhere in the world, 24/7, and can have your VDR up and running with thousands of pages loaded within 24 hours or less.

With its deep roots in transaction and compliance services, Merrill Corporation has a cultural, organization-wide discipline in the management and processing of confidential content. Merrill DataSite is the first VDR provider to understand customer and industry needs by earning an ISO/IEC 27001:2005 certificate of registration - the highest standard for information security - and is currently the world's only VDR certified for operations in the United States, Europe and Asia. Merrill DataSite's ISO certification is available for review at: http://www.datasite.com/security.htm.

As the leading provider of VDR solutions, Merrill DataSite has empowered nearly 2 million unique visitors to perform electronic due diligence on thousands of transaction totaling trillions of dollars in asset value. Merrill DataSite VDR solution has become an essential tool in an efficient and legally defensible process for completing multiple types of financial transactions. Learn more by visiting http://www.datasite.com today.

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Kelly Smith
Press Contact, Merrill Datasite
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