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Buying a company is a challenging, complex and
perilous undertaking. In any business situation,
there can be hidden problems that, if missed,
can turn a deal into a nightmare.
Red Flagging is a program designed to ensure
that nothing has been missed or overlooked in
the due-diligence process. You gain the certainty
and peace of mind that comes from knowing that
all issues and critical factors have been thoroughly
scrutinized. Red Flagging enables you to remove
the nagging anxieties about "deal breaking" conditions
that are hidden from view.
Why Live with Uncertainty?
Executives in the acquisition game should take
an honest look at how well they analyze target
companies. Ask yourself the questions: "Am I completely
comfortable with our due-diligence process? Am
I certain that we have thoroughly examined all
aspects of a target's business? Have we talked
with everyone who could shed light on potential
problems areas?" If the answer to any of these
is "no" or "maybe", then why live with the uncertainty.
Having the right information and ensuring that
no critical "deal breakers" have been missed is
vitally important in avoiding money-losing mistakes.
There are very few problem areas that cannot be
found if the right kind of due-diligence is done.
Where Can the Problems Lie?
A company's management will typically describe
an optimistic view of the future that is centered
on a series of assumptions about markets, competitors,
customer needs, and other business factors. That
optimism may very well prove to be an accurate
prediction of the future. It is also possible,
however, that their view of the future might be
misguided, uninformed, naive, or purposely misleading.
The important thing to understand is that any
bad news that might exist will typically not
be forthcoming from interviews with management.
The only way to find problems is to look for them
and, since they could be anywhere, you have to
look everywhere.
Establishing a company's current and future viability
is a difficult process and, in order to avoid
negative surprises, you need to analyze key business
factors very carefully. Any of the situations
listed below can potentially spell disaster if
they are not discovered and thoroughly understood
before any acquisition is completed.
- Customer
dissatisfaction
- Changes
in the competitive environment
- Shifts
in the needs of the marketplace
- Disaffected
personnel
- Quality
control problems
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- Outmoded
technologies
- Fading
product lines
- Misguided
expansion plans
- Hidden
financial trends
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What is the Red Flagging Process?
Red Flagging is a step-by-step analytical process
that moves methodically through a company in a
search for hidden problems and trends. You know
what is good about a company when you call us.
Our job is to scrutinize that company, notice
what is good, and search for possible red flag
conditions. Ultimately, our involvement can be
the difference between a profitable decision and
a costly blunder.
There isn't anything magic about what we do. Our
methods are based on years of experience on Wall
Street, scrutinizing companies and markets, trying
to locate the winners and avoiding the losers.
Red Flagging is due-diligence by professionals.
We scrutinize corporate documents looking for
trends that hint at trouble. We interview the
people who have the information that might unlock
hidden problems and trends. They include senior
management, sales people, factory supervisors,
customers, industry analysts and consultants,
editors of trade journals, competitors, suppliers
and others.
Why Use Red Flagging?
Oftentimes, our clients simply do not have the
time to complete a rigorous due-diligence process
or use Red Flagging as a 2nd opinion to validate
opinions already drawn. In other situations, the
analysis of an acquisition or loan candidate might
be in the hands of an executive who is inexperienced
in due-diligence techniques and methods. Red Flagging
can help you avoid drawing dangerously inaccurate
conclusions because of incomplete data or misinterpretation
of existing information.
Investors are often not the best people to conduct
due-diligence interviews. In the early fact-finding
stage, people within the target company see them
as "an ominous presence". In the field, they are
better off staying hidden from view since customers,
suppliers and others can get nervous about an
impending change of ownership.
An important aspect of Red Flagging is that it
is "deal neutral" and provides an unbiased viewpoint
on critical aspects of a company's business. It
is easy to get caught up in the excitement of
a deal that looks right, but our involvement ensures
that you get an impartial opinion. We don't hesitate
to recommend against a transaction.
It is important to be forward-looking in analyzing
a company and to not assume that the future will
go as well as the past. There are many things
that can change within a company and its markets,
which is more than enough justification for making
sure that acquisition candidates are carefully
and properly analyzed. The past is easy to figure
out. It is the future that needs to be understood.
Why live with uncertainty. An investment in Red
Flagging is a small price to pay to protect your
investment dollars and ensure that potential problems
are uncovered before an acquisition or
loan is completed.
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