Project title Support of an outright company sale following
“Carve Out“ (Private Equity)
Company International industrial group
Industry Medium-sized and internationally positioned global company producing high-quality carbon and graphite products, production facilities abroad and headquarters in Germany.
Revenues About EUR 360m
Number of employees About 700 worldwide
Own area of responsibility Project budget
Number of employees
  • Management of an international project team
  • Close consultation and cooperation with external advisors
  • Coordination with investment bank and shareholder
Background for the assignment  
Situation within the company After a short holding period, the sole shareholder (Financial Investor/Private Equity) planned a premature outright sale of the company based on excellent finance data to realize capital gains in a favorable market environment.
Customer Management Board
Autonomous role Project Manager Virtual Data Room (VDR)
Assignment

 

 

  • Consultancy services for an international industrial group within the scope of an outright company sale
  • Support of the CFO with regards to Due Diligence (DD) Reviews (Operational DD; Financial DD incl. “quality of earnings review”; Tax DD; Legal DD, HR DD; Environmental DD)
  • Provision of decision useful enterprise data via virtual data room (VDR; Venue®/Donnelley)
Measures

 

 

 

 

 

 

 

  • Design and implementation of internal processes regarding the organization of cooperation with “Functional Heads” and external consultancy firms regarding gathering of relevant information
  • Design and implementation of a workflow regarding the approval and upload process of documents into the VDR to ensure high-class quality standards (such as correctness, completeness, data integrity, relevance, compliance with legal requirements and company-internal compliance rules)
  • Ensuring compliance with data protection regulations, e.g. blanking out names and deletion of personal data
  • Preparation of revision-proof documentation, e.g. process documentation via Visio®
  • Management of the subsequent Q&A process in Venue® (role: “Expert Leader“) to answer questions from different users along with the provision of supporting documentation via VDR
  • Provision of supplementary documentation via the VDR to prospective buyers worldwide
Achieved results/outcomes

 

 

 

 

 

 

  • Successful support of the outright sale process by providing “decision useful information” to selected bidders
  • Achievement of project goals and adherence to binding timetable:
  • Complete upload of decision useful business data into VDR
  • Continued maintenance of documents in VDR until “Signing“ of Sale and Purchase Agreement (SPA)
  • Opening of VDR to selected bidders and closing as per “Signing“ of SPA (“preservation of evidence”)
  • Minimization of liability risks of management board members
  • Significant contribution to achieve a high selling price of Target Company through professionally administered VDR
Special feature of the project

 

  • Confidentiality of the project
  • Large number of documents and fixed project end required zero-defect processes and workflows right from the beginning

 

 

Special features with regards to the style of leadership:

Personal integrity

  • Ability to remain silent due to confidentiality of the project

Process design

  • Competence to design lean and compliant processes which are accepted by the team and can be implemented successfully

Effective leadership to drive changes commonly

  • Ability to manage a heterogeneous, international project team successfully and competence to cooperate in a trustful manner with international Top Management Consultants (“at eye-level“)

Ability to balance between competing interests

  • In projects like this there’s no 100% equality of interests between the shareholder and local board of managing directors
  • That is why sometimes a “balancing act“ had to be performed to provide a bridge between competing, conflicting interests between parties involved in the project
  • On the one hand the ability to legitimately claim the primary interests of the direct client, but on the other hand not to disregard the overall project perspective of shareholders and leading investment bank

Attitude

  • Live and exemplify values like persistence, strong inertia, special care and diligence, accuracy and preciseness in everyday actions

Result orientation

  • To keep track about the project, not to allow others to take matters out of my hand

Concentration on essential matters

  • To ensure overall quality, compliance and unassailability of the board of directors even in the face of resistance