STEPS |
Step 1: Preliminary Due Diligence |
Step 2: Negotiate Initial Term Sheet/LOI |
Step 3: Detailed Due Diligence |
Step 4: Develop Integration Plan |
Step 5: Finalize Deal Terms |
Step 6: Approvals BOD, SEC, Shareholders |
Step 7: Closing |
ISSUES |
Review Major Agreements
Review Financial Documents
Product Demos
Acquirer Involvement
|
Preliminary Valuation
Pro Forma Financial Analysis
Develop Key Deal Terms
Identify Deal Owners
|
Contracts Review
Detailed Financial Review
Product Assessment
Customer Calls
|
Develop a Written Integration Plan
Identify Cultural / Operational Issues
Establish Communication Plan
|
Contracts Assignment
Reps and Warranties
Indemnification
Earn-out Provisions
Contingencies
Escrows
|
Regulatory Review
Shareholder Vote
Harte Scott Rodino
|
Purchase Agreement
Employment Agreements
Non-Competes
Lock-Ups
|