为什么 & 我是怎么做到的&A交易破裂?

International investors find Australia attractive, with inbound M&这里的交易每年超过400亿美元. 然而,并非所有交易都能按计划进行. 虽然僵化和缺乏透明度是常见的交易破坏者, there are many other reasons that a business deal may not close successfully. 为什么?怎么做&A交易破裂? 我们将重点介绍6个失败因素,以及如何避免它们.

6个理由&A交易破裂以及如何避免它们

1. 高估 & 价格预期

Both buyers and sellers can have unrealistic expectations about the price of a business. 业主可能高估了他们的业务, thinking that the sale price should be enough to compensate for their time and effort and fund their retirement. 买家, 继承债务的前景, sustainability issues and increasing labour costs may lead to undervaluing the business. If parties fail to reach a consensus, one will walk away from the deal.

小提示# 1: A professional valuation of the business is essential to avoid bias during the deal-making process.

2. 供应商记录保存不良

A seller’s poor financial records may mean they are not able to substantiate, 至少让买方满意, 企业的收益. Poor record-keeping is also often seen as a sign of shady dealings. 不符合标准, 与股东关系不佳, suppliers and improper business practices may deter parties interested in the deal.

小提示# 2: Sellers should keep their house in order at all times to increase a buyer’s confidence in the deal. Both parties should conduct due diligence to be clear on the true 状态 of business affairs.

3. 卖方失实陈述

一些卖家对他们的生意并不完全诚实. They may be hiding the fact that new competition is entering the market, that the business has serious problems or some other reason it is not saleable under existing circumstances. 更糟糕的是,并非所有的所有者都同意出售企业.

小提示# 3: It is better for sellers to be upfront about the 状态 of their business so buyers know exactly what they are getting into. 卖方应准备好接受买方的严密盘问.

4. 对销售缺乏承诺

一些卖家只是在试水. They may merely want to see if anyone wants to buy their business at the price they would like to receive, or their desire to sell may not be strong enough to overcome the complexities necessary to finalise the sale process. 类似的, a buyer may begin with positive intentions but then doesn’t have the courage to go through with the sale.

小提示# 4: 只有当你真的准备好买入或卖出时才开始交易. A professional business broker can assist as they are experienced in identifying commitment issues before the business goes onto the market or before a serious buyer is introduced to the business.

5. 意外的法律、法规或财务问题

A seller may decide to wait until a buyer is found and then check with their external advisors about the tax and legal consequences. At this later stage, the terms of the deal need to be altered, and the buyer won’t agree. 有时买家的调查揭示了一个意想不到的问题, 例如环境状况或联邦问题, 状态, 或者地方政府机构.

冰山# 5: Although there are some ‘acts of fate’ that just happen and cause deals to fall through, sellers can prevent most of these by dealing with complications ahead of time. 没有人喜欢变化——尤其是买家!

6. 谈判疲劳

Deal fatigue occurs where negotiating parties start to feel frustrated or exhausted by the unending negotiation process. Deal fatigue is common in mergers and acquisitions where parties tend to become adamant about their proposals and positions, 延长谈判进程.

The outcome is often less beneficial than what was hoped for at the beginning. 在谈判中一方处于不利地位, 双方可能会陷入激烈的口角, 失去已经取得的成果, 并想退出谈判.

小提示# 6: Avoid stalling on trivial matters involving the business deal and don’t erect unnecessary roadblocks. If parties in a negotiation experience deal fatigue, your deal advisors should intervene. This will help the parties continue to negotiate without losing patience and 工作 towards achieving a win-win outcome.

不要让你的M&交易破裂

高质量的业务评估, 适当的计划, thorough due diligence and good communication are key to the success or failure of any M&一项协议. 完成一笔交易, both buyers and sellers need a skilled team of advisors who have negotiating experience and the ability to deal with different personalities. Your advisors should at a minimum include your accountant, a tax specialist and your lawyer.

Accru协助了许多企业实施M&一项协议s 和我们的 advisors are experienced at identifying deal-breakers and key issues at an early stage. 要了解更多信息,请参阅我们的 合并 & 收购计划小贴士 和我们的 M&A咨询服务 或澳门赌场官网您当地的Accru顾问.

作者简介
Steven Zabeti , Accru Felsers悉尼
Steven communicates with his clients regularly, offering business support and practical solutions. He’s known for building good 工作ing relationships and providing consistent professional service with an entrepreneurial flair that adds value to engagements.
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