Newco Navigators
M&A Advisor - Fundraiser - Sparring Partner
Core Expertise
Typical types of corporate finance projects
Strategic Partnerships
Cooperative strategies offer tangible advantages: strengthening mutual weaknesses, better access to capital and / or markets, division of costs and / or technology and efficiency gains to name just a few.
Such strategies nevertheless also pose significant operating challenges. Partnership building requires careful but time-consuming planning and the entire process must usually be managed without dedicated resources or know-how.
We support with an unbiased and candid, inside-out analysis of the business case and take on project-specific tasks such as:
- Strategy and milestone definition
- Preparation of resource plan and timeline
- Identify and screen potential partners
- Lead discussions / negotiations
- Steering committee /or operating roles[FS1]
Acquisitions
Acquisitions have advantages over organic growth in many situations where speed, critical mass, access to technology and/or market penetration are crucial for success. Nevertheless, the process of acquiring companies is not always a core competence and requires specialized know-how and additional resources for an certain period. We fill this gap, analyzing and evaluating M&A options and coordinating the entire acquisition process. Our core services include:
- Identification and approach of potential target companies
- Preparation of asset or company valuations according to standard principles
- Efficient organization and execution of the due diligence phase
- Value-maximizing approaches to commercial negotiation
We also assist during post-merger integration to quickly realize synergies and help avoid pitfall.
Divestments
The divestment of a company or parts thereof is usually an incisive event that can decide the fate of a career or even the success or failire of a company as a whole. Typical reasons for divestment may include:
- Portfolio considerations (i.e. concentration on core business)
- Strengthen equity basis (i.e. to enable alterative growth opportunities)
- Succession planning (i.e. sale, MBO, MBI)
- Exit planning / preparation (i.e. financial investors)
- Distressed situations (i.e. restructuring, insolvency)
We determine the optimal M&A / transaction strategy, usually beginning with the identification of any value-enhancing measures that can be implemented quickly before going to market. We prepare professional sales documentation (information memorandum, teaser, management presentation) and identify potential acquirers (long list). Together with the client we determine who to approach (“short list”) and proceed to secure indicative offers on that basis. In parallel, we assist preparing the data room and coordinate the overall M&A / due diligence process. We lead the negotiation process and are accustomed to working well with other specialists (i.e. M&A lawyers, tax advisors).
Post-Merger-Integration (PMI)
The success (or failure) of a transaction is decided after closing, during the integration process. Opportunity and risk usually go hand-in-hand. The focus during integration is not only on realizing synergies but also on systematically managing risk, which is achievable with proper planning and excellent execution. Typically, the first 100 days are decisive to ensure that a transaction turns out to be value-enhancing in the long-term.
Goal setting is crucial in the initial phase but just as important are the identification of specific actions and agreement on a timeline to achieve them. Essential success factors and milestones must be defined and communicated in a highly transparent manner. To detect negative trends early, it is important to ensure proper lines of communication. Sufficient management capacity must be made available and goals pursued with tenacity and perseverance. Post-merger integration is always an iterative process, requiring a high degree of both flexibility and adaptability.
We systematically plan and execute post-merger integration processes and help avoid typical pitfalls, ultimately helping ensure the success of an acquisition.
Fundraising
External financing is often a prerequisite for many acquisitions, MBO/MBI structures and JV projects, the latter often as project financing. In young, VC-financed companies, fundraising must be established as a core competence. Fundraising is almost always a major strain on precious management resources and depending on the situation may require specialized know-how.
Typical services include:
- Analysis of capital requirements / allocation
- Organization / management of financing process
- Preparation of investment case (teaser, exposé)
- Identification and approach of potential financing partners
- Contract negotiations
Regarding buy-side mandates, we support companies / investors in procuring acquisition and/or investment/project financing, including bridge loans and/or working capital financing.
Interim Management
If desired, we will support temporarily in operating capacities or roles, usually in the context of specific M&A transactions or strategic partnerships:
- Operating roles vis-à-vis implementation of strategic partnerships / JVs
- Operational support vis-à-vis implementation of M&A transactions
- Coordination of Post-Merger-Integration (PMI) efforts
- Operational support with fundraising projects
An unbiased, outside-in view is often helpful when implementing change projects – also to implement unpopular decisions.
If further manpower is required, we have access to a broad network of professional specialists.
Management
25+ years of corporate finance experience
Frank Schneider has been in corporate finance since 1992, independent since 2008
... read his vita
He helps with:
- Definition of M&A strategy
- Acquisitions i.e. „buy-and-build“ strategies
- Divestitures, i.e. succession planning or exit strategies
- Development of strategic partnerships / JVs, also with a special focus on the USA
- Negotiation of financing / commercial contracts
- Strategy coaching
Email: frank.schneider@newco-navigators.com
Frank has over 25 years of experience as corporate finance expert and entrepreneur. Born in Germany, he moved to the US early and was raised in Connecticut. After receiving his degrees from the University of Pennsylvania / Wharton School of Business, he returned to Germany in 1992 to become a management trainee at Deutsche Bank AG. He stayed with Deutsche for over 12 years where he spent 10 years advising corporate clients in coporate finance / mergers and acquisition (m&a) in addition to two years as an assistant to a member of the managing board. During this time, he worked on a total of over 30 transactions with a total value of over €10 billion, most recently as the responsible project manager.
Frank turned entrepreneur in 2004, when he co-founded what is today a leading european manufacturer of packaged ice. Following a 'proof-of-concept' in the Rhein-Main-Region around Frankfurt, a nationwide roll-out to over 5000 points-of-sale (POS) was made possible with the support of professional venture capital investors.
Frank mostly helps German 'Mittelstand' companies and startups with M&A / corporate finance issues.
Reference Projects
Please contact us for additional details
- Publisher is global market leader in profitable niche
- Group insolvency unrelated to publisher
- M&A process initiated early on to generate liquidity for group
- Group insolvency during M&A process precluded publisher filing as well
- Coaching of management (insolvency proceedings, sale process, investor approaches, etc.)
- Preparation of integrated financial plan
- Full M&A process (valuation, identification of potential investors, preparation of documentation, coordination of due diligence, contract negotiations)
- Quick, successful transaction despite insolvency
- Excellent value generation despite pressure through insolvency
- All employees retained
- Acquiror highly "management-friendly"
- Investment at risk for a variety of reasons
- Sector outlook unclear
- Principle financial sponsor (hedge fund)
- Goal was value maximizing exit
- Restructuring / implementation cost savings
- Negotiation of complex JV structure
- Management partially replaced
- Preparation of M&A process
- Successful exit
- New venture founded to manufacture packaged ice in Germany
- Adaptation of US production technology and sales techniques
- Develop concept (business plan, financials)
- Fundraising (€5m equity, €10m debt)
- Responsible for finance and sales
- Over 5.000 POS (Points-of-Sale) acquired within 24 months
- Acquisition of major key accounts (gas station chains, grocery and beverage store chains)
- Implementation of seasonal sales force concept
- Implementation of all necessary systems (IT, controlling, HR)
- Divestment of non-core trading business to focus business model
- Sell-side mandate (asset deal)
- Limited auction process with strategic investors
- Managed process / interaction with interested parties
- Indicative and binding offers
- Implementation of due diligence process
- Commercial negotiations
- Sale to publicly traded, US-company (NASDAQ)
- Very fast process with 6 months to closing (including summer)
- Efficient due diligence process
- Significant value uplift of final offers
- Valuation significantly above expectation
- US subsidiary of listed German parent, founded 2 yrs. prior
- Revenues far behind original sales & marketing plan
- Goal was to bring activities forward in line with original plan
- Reporting line diretly to board member of parent company
- Position as interim CFO / CSO
- Replacement of existing management (new CEO, CSO and CFO)
- Implementation of new marketing strategy
- Evaluation of possible US production sites
- Bank negotiations
- Implementation of HR and Controlling systems
- Increased revenues substantially in short timeframe
- Recruited national sales force in relevant US markets (states)
- Founded Canadian subsidiary
- Bridged "cultural gap" to execute new strategy
- Carve-out / sale of chemical activities (non-core)
- Wide spectrum of potential acquirors
- Full carve-out with over 50 legal entities in 10 countries
- Coordination of due diligence process
- Preparation of full vendor due dligence report
- Execution of full auction process with strategic and financial buyers
- Contract negotiations
- Excellent interest from buyers, including Tier 1 financial sponsors
- Parallel negotiations with several parties to signing
- Successful sale to strategic buyer from South Africa
- M&A process (sale / exit) initiated for strategic reasons by parent company
- Process had been initiated (externally) and then aborted
- Goal was successful sale / exit within short timeframe
- Coaching of management
- Preparation of forward-looking, integrated financial plan
- Full M&A process (valuation, identification of potential investors, preparation of documentation, coordination of due diligence, contract negotiations)
- Wide range of excellent offers by strategic and financial buyers
- Implementation of highly competitive auction process
- Market uncertainties caused general loss of creditor confidence
- Insolvency of JV partner further exasperated situation
- Goal was ensuring short term liquidity
- Reporting line directly to group CEO
- Interface to mandated restructurer (Big 5)
- Support / preparation of "going concern" prognosis ("Fortführungsprognose")
- Communication with creditors / banks (formation of bank pool)
- (Very) positive "going concern" prognosis ("Fortführungsprognose")
- Prolongation of existing lines of credit (> €100m)
Get in contact
We will take care of your request
Newco Navigators GmbH
- Hattnitterstraße 12
- 40699 Erkrath
- +49 (0) 2104 - 832 602
- +49 (0) 3212 -149 30 32
- info@newco-navigators.com
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