The surviving company by operation of law will assume all the obligations of the merged company so that the business continues unchanged for policyholders and their agents, brokers, wholesalers and program administrators. The fundamental change is that policy documents will begin to reflect the acquiring company name. All other obligations remain unchanged including but not limited to underwriting, billing, claims and other management processes.
Ensure that the candidate truly matches your strategic goals. Build a target profile. Use Internet research to compile a detailed document that describes the target organization.
The portfolio should include news stories, conference proceedings, blog entries, SEC filings, and any other publicly available information on the company, its business, and its personnel.
You can save yourself a lot of grief down the line if you locate anything now that might cause a problem during the negotiation and execution phases. Decide whether to go forward. Give yourself one last chance to back out. What is the real reason you want to acquire this company? Are there unrealistic expectations that this deal is the magic solution that will save your company?
Behind most failed mergers lurk ego- and insecurity-driven motivations.
The cheapest time to correct errors in judgment is now. If the target company is publicly held, retrieve its last 12 10Q reports. Have your team read them, cover to cover, looking for anything out of the ordinary. Is the brand name listed as a hefty asset?
If so, who assessed the value? Is the company being sued or suing someone else? How strong is its case, and what does the lawsuit say about the target firm? In the end, you should know more about the target than a mere investor would.
Pay particular attention to statements by customers and analysts about the viability of the company and its products. Peruse the company website and the Web to discover the 10 most important management and nonmanagement employees.
Then, to find out what the place is really like, examine the job postings on the recruiting page. The line managers who write those postings want to hire someone useful, not promote the corporate image, so these notices give a snapshot of what really goes on inside. For example, if the corporate mission statement touts customer satisfaction but the descriptions for sales jobs are all about moving product quickly, you can be pretty certain that the customer satisfaction talk is just that — talk.
Prepare to Make Your Offer Goal: Meet with the target to decide whether to move forward. Contact the management of the target firm with the hopefully good news. If your interest is likely to be a surprise, though, diplomacy is in order.
Contact the CEO of the target firm and ask for a one-on-one meeting, preferably at a neutral location, like a local restaurant.
Ask him to discuss the idea with his team and his investors. First, lay the groundwork for future negotiations by presenting a positive and upbeat view of your company. This stage of the process is like the beginning of a courtship; you want to put your best foot forward — not insert it in your mouth.
Second, you want to confirm that the company is the attractive acquisition your due diligence has indicated. When you meet with management, dig into the details of their business. Get the answers to any questions that remained unanswered during the previous step. Most importantly, assess their enthusiasm for what they have to offer.
I want to know whether they can be trusted to reveal things that might not be in their interests for me to know — before I get out my checkbook. Questions to Answer Before You Make an Offer There are six questions that must be answered to your satisfaction before you even think about closing a deal.
Are the numbers real? For example, if revenues spiked up at the end of the fiscal year, were they dumping inventory on customers to make the numbers look good? Are the products real? If the product is released, check with customers to be sure it really works. If not, there may be conflict ahead.Bayer and Monsanto have agreed to a $66 billion merger, including debt, to create one of the world’s largest agrichemical companies, the companies announced Wednesday.
Of all the written components of a press release, the quote is second to only the headline in terms of engaging people’s attention. The quote is what humanizes the news, and provides a slice of story for the reader..
But too often, the quotes we see in press releases are dry as dust. All financial measures in this press release are in accordance with GAAP unless otherwise indicated. “Our results for demonstrated Humana’s ability to maintain operational discipline and advance our strategy during periods of uncertainty and change,” said Brian A.
Kane, Senior Vice President and Chief Financial Officer for Humana. Press Release Company Has Completed a Merger Template – Download Now. Simply fill-in the blanks and print in minutes! Instant Access to 1,+ business and legal forms.
Sample Press Release. CrabTech Hermit Crab Shells and HermitHomes a nnounce m erger. By James Downey. August 10, Portland, OR – Locally owned CrabTech Hermit Crab Shells announced today that it will be merging with Miami-based crab shell superstore HermitHomes effective December 21, Company officials are expected to meet with Crab Construction Union officials later this month to .
“We are two mission-focused organizations that have the potential of being better together,” Deborah Proctor, president and CEO of St. Joseph Health, said in a press release.