M&A Advisory

With thorough analysis of our clients’ needs, Bridge & Sun utilizes its own methodology and extensive networks to provide general consulting on M&A as well as planning, strategy development, execution, and closing for specific transactions.

Among our services, we pride ourselves in introducing you to the ‘the best of the best’ company available in the market.

1. Identifying the ‘Best-Fit’ Company

The secret to successful M&A is to build a long-term growth eco system where both seller and buyer can prosper together in the best give-take deal. In order to be able to do that, it is essential to identify the ‘Best-Fit’ company for M&A, which is absolutely the best amongst those existing in the industry.

At Bridge & Sun, we highly value the importance of matching the corporate culture in identifying the potential investment candidate (seller or buyer). The goals of M&A do not end at the closing of the transaction, but persist over the subsequent years as the companies continue to run the business together. How well they blend into each other to achieve the common goal becomes critical. Therefore, the matching of corporate culture, including management styles, goals, corporate philosophy and codes of conduct, becomes the most critical path to success after M&A.

When selecting a potential M&A company, we list the candidates based on the client’s preferences and corporate culture. Furthermore, by considering various factors such as management policies, market trends, human resources, and corporate philosophy, we carry out a selection process that is the best fit for the client. Our understanding of the client’s culture and preferences is so deep that in our past M&A deals, we have come up with the best-fit companies for M&A almost at the first selection.

With our in-depth knowledge of Japanese and overseas corporate culture, we recognize the potential issues that may arise prior to an M&A transaction. We strive to address those issues between the two parties in advance so as to nurture a harmonizing relationship between the parties.

2. Excellent Negotiation

One of our other strengths is negotiation skills. Our CEO, Manish Mishra, is an expert who excelled in a negotiation course at Harvard Business School. With his negotiation skills, Bridge & Sun increases the probability of successful transaction by conducting negotiations not only on the price side but also other areas such as culture and human resources.

The reason why negotiations in M&A process are difficult is because the buy-side and sell-side have competing interests. The buyer wants a deal that will give them better value for the shares they are selling, and the seller wants a deal at the best possible lower value so as to conserve the financing resources of their company. For this reason, there are many cases where parties fail to reach a deal right before completing the transaction.

Please feel free to consult us if you are having trouble negotiating a desired price or other items below.
·Share Price negotiation or Valuation of the company
·Negotiations on human resources – increasing or decreasing human resources the best way
·Negotiation of Stock Purchase Agreement items

3. Due diligence, legal, accounting, and other professional services

Bridge & Sun utilizes its own network of professionals to conduct due diligence on accounting, financial, and legal issues, with particular focus on operational excellence for a given industry. We serve as a single point of contact for all M&A-related diligence.

·Financial and Tax Due Diligence
·Legal Due Diligence
·Evaluation & feasibility of implementing a business plan in a given country/region
·Research and analysis of potential candidates
·Evaluation and feasibility of business models in a given country/region
·Management and employee evaluation
·Evaluation of management systems and management operating system

4. Specialized Buy-side Advisory

Japanese companies sometimes buy companies abroad for a price much higher than fair value. From the outset this makes it difficult for the Buyer to make a reasonable return on investment (ROI) even after post-M&A growth.

Such situations arise as in most cases M&A advisors to the buy-side charge a percent of total transaction as their fee. For the buy-side this is generally disadvantageous because their own Advisor is not motivated enough to negotiate the valuation down as such negotiations would adversely affect their fees on the deal.

At Bridge & Sun for our buy-side clients, we strive to keep the M&A transactional investment as low as possible by negotiating a valuation that is less than or equal to the fair value of the selling company. In order to motivate us to carry out the best price negotiation, we first set a reasonable price for M&A with the client and fix the fee before entering into the negotiation process. This allows us to be absolutely focused on negotiations to bring down the purchase price for our buy-side client, without being concerned about our own fees.
Such fixing of fees prior to moving ahead with a deal with our buy-side clients allows for more articulate negotiations. This results in a lower purchase price and hence finally a better ROI for our buy-side clients.

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