Case Study Exit Readiness

Cornerstones: Process duration 6 month (Approach to Market - Closing)

2014 Acquisition by PE (3rd generation)

2020 Exit

Transaction ~ 12 x EBITDA

Five Vendor Due Diligence (Finance/Tax/Commercial/ESG/Legal)

Dataroom opened for 5 parties

Acquisition of remaining 49% of global JV before closing

Corona Lockdown

Site closure in Switzerland

Expansion in Italy

Target : Active pharmaceutical ingredient (API) manufacturer with multilevel productions in various countries

Market environment of the target:

API manufacturer in resilient and sustainable growing market

Global production and sourcing network with FDA approved and GMP-compliant production sites

Large diversified base of blue chip customers

Keyfacts Of target:

Revenues of €190m in 2020

~ 900 Employees

4 production sites

Syndicated acquisition loan and working capital facilities

Shareholder Loans

Obstacles during the process:

Global supply chain affected by Corona-Lockdowns

GMP issue in Italy

SAP rollout in progress

Rework of consolidation software

My value added as an Interim Manager Exit to the process :

My role and tasks at the target:

Support management in data collection and preparation of dataroom

First contact for all parties (auditors / advisors / lawyers …)

Complete filling of the virtual dataroom (VDR) for bidding process

Managing data protection requirements and protection of business secrets (redaction of documents)

My activities:

Support all Vendor Due Diligence Teams (Finance/Tax/Commercial/ESG/Legal)

Monitoring of open questions in the virtual dataroom and preparation of all answers

Support expert calls with bidding parties and syndication partners

Providing data for SPA Guarantees and Merger Control Filings

Benefit for the target implementing my role as Interim Manager Exit:

Management continued focusing on daily business and operating performance. Minimal affected by the exit process.

Interim Manager works as a firewall against the massive amount of questions and necessary considerations of datasecurity and competitive situation of bidders to the target.

Additional validation and consistency check of information to be disclosed.

Short reaction time through all Q&A Sessions, with the interim manager completely dedicated to the exit process, gives confidence and expressing high level of professionalism.

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