From processing and manufacturing to production and distribution, we’ll give you the advice you need to maximize the value of your company when it comes time to sell.
Morgan & Westfield serves as a trusted partner to plumbing and HVAC businesses, mechanical and commercial contractors, and other home service enterprises looking to sell.
In this episode, Michael Frankel joins us to talk about the world of M&A from almost every angle. Michael has experience in M&A as an acquirer, lawyer, investment banker, target, and advisor. Join us for two hours of in-depth conversation with Michael ranging across his many roles in the M&A world, including his insights into corporate development as an acquirer, views as an M&A attorney and investment banker, his experiences as a target and CFO, then finally his comments as an informal advisor, speaker, and author of three books and numerous articles on innovation, M&A, and strategic transactions.
The role of an M&A lawyer is to make sure the true business intent is reflected in the agreements, and that the client doesn’t experience unintended consequences.
A term sheet is 1-2 pages long, a merger agreement is 100 pages long. Why? The term sheet doesn’t cover unintended consequences.
Your ability to rely on your skills and knowledge when finding an M&A lawyer are minimal. It’s best to find an M&A lawyer through a referral from someone you respect.
There is a lot more risk to the target than to the acquirer.
An LOI is worth the value of the paper it’s written on.
The level of knowledge and risk aversion are totally different between the target and acquirer. As a seller, you have complete knowledge of your company. The acquirer knows very little about your company and will always assume the worst-case scenario if they cannot obtain a satisfactory answer to any of their concerns.
Properly preparing your business for sale can add 20% to 40% to the value of your company.
The cost of fixing problems doubles or triples once the problem is in the hands of a buyer. Michael would rather acquire a company with $5 million in EBITDA that has few problems than a company with $12 to $14 million in EBITDA that has an abundance of problems.
When assessing the implications of legal risk — a small chance of a catastrophic risk is not worth it.
Michael Frankel is the senior VP at Deloitte who leads a team that helps the firm build and operate new technology businesses.
Michael Frankel is a member of the Deloitte firm’s Operating Committee and the Managing Director and head of Deloitte’s New-Venture Accelerator (DNA) which is responsible for helping Deloitte strategize, build, and operate technology, analytics and other new business models. Throughout his career, Michael has set himself apart as a driver of growth and innovation, building and expanding new businesses through organic building, ecosystems, and M&A.
Prior to joining Deloitte, Michael led corporate development, strategy, innovation, and corporate venturing at several global technology and information services companies including LexisNexis Group, IRI, GE Capital, CME, and VeriSign. He has also served as CFO/COO at two early-stage technology companies. He has led teams that have executed more than 100 M&A/strategic transactions and 20 corporate venture investments, as well as many complex ecosystem relationships. He began his career as an investment banker at Merrill Lynch and as a deal lawyer at Skadden, Arps. Michael holds a BA, MA, JD, and MBA from the University of Chicago. Michael is a frequent speaker on corporate growth and innovation. He is the author of three books and numerous articles on innovation, M&A, and strategic transactions. Michael has served on public and private corporate boards as well as on the Alumni Board of Governors at the University of Chicago. He lives in New York with his wife and daughter.