Mergers & acquisitions

Apohan Corporate Consultants Pvt. Ltd. > Mergers & acquisitions
  • Mergers

    A merger is a financial activity undertaken by a company to expand their business for long term profitability. In a broader term, two companies combine together as one new entity or one company absorbs another. This combination of companies is initiated with a purpose to explore synergies for growth, without much new cash.

  • Acquisition

    An Acquisition is a corporate transaction where one entity buys a portion/all shares or assets of another entity. The acquiring company gets all the decision making power. Unlike mergers, in the acquisition, both companies remain as separate entities. A business is acquired with an aim to enjoy growth instantly.

  • Divestitures

    Divestiture is basically selling or liquidating the business/some assets of your business under numerous circumstances. This step is considered when the profits are laying low and there is a threat of bankruptcy. The owner usually divests the non-performing assets, subsidiaries or properties. The objective is to get rid of the non-strategic verticals of the business to focus on the core business.

  • Demergers

    Demerger typically means transferring or splitting business undertakings so that the particular segment can be operated smoothly. It is corporate restructuring where components of a business are separated to be operated independently, sold, and liquidated. A demerger is considered when a business feels a need to focus on a particular niche segment, which is usually done by forming a new company from the business vertical.

  • Slump Sale

    Slump sales are one of the preferred ways of transferring business undertakings as a going concern. An undertaking here refers to the entire business integrated including movable, immovable, properties, etc. Slump sale is amalgamating and selling all the assets as one when the owner knows that the business can survive with the same operational setup.

  • Asset Sale

    The values of all assets are appraised individually before selling them; it includes both tangible as well as non-tangible assets. Even if the seller does not own the asset he/she still possesses the legal rights of the business. This transfer is reflected when the operational set-up of the business is questioned i.e. the business is no more viable with the existing plan.

  • Buy Back

    The company buys its own outstanding shares with a desire to increase its value by limiting the supply or keeping away other shareholders from controlling your stakes. The buyback value of the assets is premium and is supposed to consolidate/strengthened the ownerships of your strategic shareholders.

  • Bonus Issue

    Bonus Issue is offering shares to your existing shareholder for free in order to manage the shortfall of financiers or fulfilling the shareholder’s expectation of a regular income. The distribution of shares is basically converting the reserves (shares) into equity capital, this is done with intent to analyze and match the benefits with regard to higher equity capital.

  • Dividend Policy

    Dividends are a share of profits that are distributed among the shareholders. Dividend policy is the guidelines that define the distribution of the profits. It is important to construct this policy to know whether you need to dividend or not, understand how much to retain and distribute. The policy also helps you understand and manipulate the growth rate according to the current phase of your business.

  • Share Transfer

    Share transfer involves restructuring your share structure by selling or gifting the existing share from one holder to another. If the person feels the need to take this step is probably because the owner is keen towards exploring better investment/expenditure opportunity.

  • Sell-Side Advisory

    Sell-Side of a company refers to a part where financial instruments are managed by either making its services or products available to potential buyers. A valuation report is made to understand how and what to sell. The sell-side advisory is considered when the business needs a new growth plan or financial turnarounds. The owner has to lose control of some segments in order to gain equity.

  • Buy-Side Advisory

    It involves giving strategic insights on how to invest your finances and what kinds of associations are effective for your business. It helps you evaluate, identify, and execute proprietary deals to invest in equity. The buy-side advisory is taken with a clear aim of better returns.

  • Business Turnaround

    Business turnaround is acknowledging the reason behind your business’s stressful financial condition, considering and executing a problem-solving strategy. The key is to implement policies to restore the operations to the highest profitable operating levels. If your business lacks capital then the business turnaround is an option for you.

  • NPA Advisory

    Non-performing assets (NPA) are the debt obligation that the owner has failed to clear out in due time. NPA has a fatal impact on your business as it lessens the cash flow, hampers the budget, and obstructs earnings. Different strategies are applied to arrange a fresh infusion of funds to regularize/redeem creditors. Not clearing out NPAs might result in a shock that may lead your company to death.

  • IBC Advisory

    When we say that the company is facing insolvency or bankruptcy, it means that it financially drains out and is incapable of falling basic obligations and pay bills. In these kinds of cases, the NCLT is consulted. National Company Law Tribunal (NCLT), a quasi-judicial body that resolves issues of Indian companies. IBC advisory chosen when major financial default occurs, creditors take a company to NCLT for recovery. It helps the company avoid possible NCLT process and prepare the best resolution plan.

  • Succession Planning

    Succession planning concerns advice and guidelines when the owner wants to find a new leader for the company. It mostly requires when the company has no heir or the heir is disinterested in the ownership. The planning enables continuity of financial benefits or sale of the business in good condition.

  • Management Outsourcing

    Management outsourcing is required when owners don’t want to actively participate in running the business. It is important to find the right leader for a company but if your company does not a potential heir and the owner is disinterested an outside professional is are hired to run a company on salary & incentive basis.

  • Business Alliance

    It is a strategic arrangement between companies that undertake a mutual business project but remain separate entities. The alliance gives an opportunity to explore new markets, share resources as well as risks, and create new financial possibilities. The long term contracts help the business to run smoothly as well as to explore synergies and widen the scope of growth.

  • Business Valuation

    It is a process of evaluating the economic value of a business which helps in proper negotiations and gain reasonable market price during a business deal. The process includes the preparation of a complex financial model with flexibilities, options & sensitivities. It helps understand the extent of dilution needed or value that can be realized.

  • Due Diligence

    It is carried out when the business & terms of investment are acceptable to an investor. The buyer studies all aspects of the business before sealing the deal. Due Diligence is executed by assessing aspects like cash flow, tax returns, legal documents, sale records, liabilities, etc.

  • M&A Corporate Advisory

    Merger and acquisition effects and changes many aspects of the business, one of them is corporate restructuring. Many a time this new deal results in new corporate nature and structure of the business. M&A Corporate Advisory enables to create the best corporate structure to facilitate growth in such conditions.

  • Taxation Advisory

    With the new changes coming due to merger and acquisition various stakeholders enjoy tax benefits & liabilities. Taxation advisory helps the owner to minimize the tax liabilities of the new business & transaction beneficiaries.

  • Contract Advisory

    Contract advisory implicates the Study of main business contracts & the transaction contract to provide fact-based assistance to resolve issues while drafting and signing contracts. In order to understand contractual problems and arrive at an arrangement with clarity on all aspects & no future disputes.

  • Financial Models

    While cracking and locking a deal it is important to provide a clear picture of the financial structure of both parties. These models are primarily MS Excel-based projections of revenues, costs, cash flows, returns. These models help both parties to understand the assumptions, options, sensitivities in deal structure.

  • Negotiations

    Effective negotiations are really important as it helps satisfy the requirements of both entities. It helps structure a fair deal that helps get the premium, various rights, etc in control.