Shannon Zollo Presents at the Young Presidents' Organization's 'Mergers and Acquisitions' Virtual MeetingPrint PDF
Shannon Zollo, a partner in Nutter’s Corporate and Transactions Department and chair of the firm’s Mergers and Acquisitions practice group and Private Equity practice group, presented at the Young Presidents' Organization's virtual meeting, "Mergers and Acquisitions." Shannon addressed what CEO’s, CFO’s and Board Directors should know if they are approached and alternatively if they are actively thinking about an exit. Topics included:
• Has the pandemic/shutdown/reopening, had an impact on M&A markets generally?
• How and what can members do to react to new market dynamics?
• What’s the material difference between a strategic buyer vs. a PE platform/add-on purchaser (financial buyer)?
• What’s a roll up strategy and what’s the difference between being a “Platform Target” vs. an “Add-On target”?
• Why is responding to the first potential buyer generally NOT the way to go.
• Why use an investment banker to act as a market maker and do they really create value through an auction process? How?
• What level of operational/legal/financial preparation/performance is necessary BEFORE you enter the sale process in order to increase if not maximize enterprise value?
• Are audited financials necessary for a sale and, if so, why?
• What deal structure should a member expect (asset sale vs. stock sale/merger) and why is the advent of Rep & Warranty Insurance (RWI) so important to a seller (escrows, cash at closing, limited post-closing exposure, etc.)?
• What are equity incentive/sale bonus plans, how should they be structured, and do they actually incentivize rank and file/management to help pull off a successful deal?
Wednesday, January 6, 2021