贝恩行业分析概要(英文版)(ppt 119页).ppt

1、M failure to set/stick to walk away price CEO/management ego revenue growth vs. profitability emotion vs. analysis Poor post acquisition integration inadequate planning failure to exploit revenue/margin potential disrupted relations with customers, employers and suppliers culture clash; failure to i

2、nvolve acquired people,Strategic, financial and operating causes,Trends,Bain M Management Interviews),Bain M Bain Analysis.,The M Bain Analysis.,Retail,Allied,Federated,Technology/Telecommu-nications,AT Bain Analysis,However, many companies have created enormous value through successful acquisitions

3、.,Bain M open communication of strategic vision,Manufacturing,Crown, Cork Bain Analysis,Healthcare,Columbia,HCA,Build national healthcare group,Good strategic fit and due diligence capture of cost-sharing and scale economies,$5.7B,However, many companies have created enormous value through successfu

4、l acquisitions.,Bain M Customers Interviews,Foundry Whole grain:,Foundry Resin coated:,Frac Whole Grain:,Frac Resin coated:,$40,$150-250,$20-25,$160-240,Notes: In percent of end user price,End-User Price,Bain M downturns generally track broader economic slowdowns Each market segment of the silica sa

5、nd industry is volatile and only frac has shown significant long-term volume growth: However, frac volume is still below its 1985 peak Real industry revenues have fallen by 1.6% since 1980 Real revenues per ton have fallen by 0.5% since 1980 Extraction, manufacturing and distribution should be viewe

6、d as different businesses with unique returns, customers and competitors Future environmental and health risks appear to be limited - regulations limiting access to and use of silica sands are not expected to become more burdensome in the near future,Summary,Bain M some impact on headcount,Marketing

7、 and sales Retail Marketing teamsClient Servicing teamsInstitutional Marketing teams Combining under one brand eliminates ad spend and rationalisation of marketing teams,Business Unit Overhead Office costsIT supportLocal HRLocal accounting Combining facilities enables closure of offices and economis

8、e of scale amongst support functions,Corporate Centre Central Management Human ResourcesFinanceAudit Combining to similar sized companies should result in significant economies of scale. Anticipate significant savings,Function Description Rationale Impact(Cost savings on smaller operation),Synergies

9、 from merging AMD with a potential bidder can be evaluated by examining each segment of the value chain separately.,Bain M intermediaries intermediaries strengthen pan-European operation Limited Limited,401K operation incl. admin ($33B),Bain MROS based on three year average to 1996/97, as available

10、Source: FAME; Company Accounts; Information Memoranda; MBD Report; Bain analysis,Return on Sales (Operating Profit/ Turnover),Relative Channel Share*,Leader,S,G,P,Given the large number of players performing with low relative channel share, there exists potential for consolidation in the industry.,R

11、 = 74%,Bain M Industry interviews,Note: * In this exercise, players product sales overlap in garden furniture * For this exercise, full impact on todays EBIT is considered, rather than full NPV calculation,Bain M Information memorandum; FAME; Bain analysis,Click Here for Back-up Data,Bain M Informat

12、ion memorandum; FAME; Bain analysis,Social,Private,Builders Merchant,Specialists,DIY,Sales %,85 M,21 M,105 M,35 M,Click Here forBack-up Data,Bain M Information memorandum; FAME; Bain analysis,Player 1 Relative Distribution Strength,Player 2 Relative Distribution Strength,Bain M Information memorandu

13、m; FAME; Bain analysis,Our current focus is on only a few channels. The obvious growth for us would be to start going into others, but only if we had good access to them Operations Manager, Competitor Competitor X are very well known, and their brand has been a key lift for its acquired company Sale

14、s Director, Retailer I think G believe that by buying target some of their reputation could rub off onto Gs own products. target is a good name Marketing Manager, Competitor,Channel Complementarity:,Portfolio Strengthening:,Bain MROS based on three year average to 1996/97, as available Source: FAME;

15、 Company Accounts; Information Memoranda; MBD Report; Bain analysis,Consolidation of S+Ps positions would create significant ROS improvement thanks to the realization of synergies.,Return on Sales (Operating Profit/ Turnover),Relative Channel Share*,Leader,R = 74%,S+P,G,Bain M&A,110,Exercise,Summary

16、 of Two-Company Combinations,*Notes:More refined synergy analysis using the measure of product complementing was used in the project, which makes figures different from that of the exercise,Analysis of all combinations enabled the Bain team to highlight the best consolidation option. The S and B com

17、bination shows the highest hard as well as soft synergy potential. However, the difference of value created in each combination is limited. A close analysis of the practical aspects of each combination and ease of implementation is required as a next step.,Percent Change in,Operating Profit,S,P,B,G,

18、S,26%,28%,P,23%,28%,B,25%,27%,G,26%,24%,3%,4%,3%,1%,2%,3%,Hard Synergy Soft Synergy,31%,25%,27%,25%,Bain M&A,111,Exercise,Back-Up Data,Total Revenue Breakdown,(000s),S,P,B,G,Total Sales,85,140,21,110,105,200,35,040,Cost breakdown,Production,13,370,3,420,17,730,3,940,Materials,42,050,10,770,55,770,18

19、,450,Distribution,10,270,2,790,11,600,4,580,Selling & Marketing,4,160,1,130,4,500,1,860,Admin,3,190,870,3,700,1,420,Other,3,040,830,3,600,1,350,Total Garden Furniture Revenues,70,350,14,740,77,130,27,100,Revenue Breakdown by Channel,S,P,B,G,DIY,4%,0%,90%,5%,Specialists,34%,7%,7%,65%,Builders Merchan

20、t,4%,7%,0%,30%,Private Contract,36%,76%,3%,0%,Social,21%,9%,0%,0%,Total Revenues (000s),85,140,21,110,105,200,35,040,Bain M&A,112,Bain M&A,Agenda,Trends in M&A Guiding Principles for Successful M&A Bain Approach Case Examples screening due diligence sale Exercise on Synergy Calculation Typical Watch

21、outs Key Takeaways,113,Bain M&A,Typical Watchouts (1 of 2),Screening:,Always start with an exhaustive list. Do not eliminate candidates before applying rigorous screening criteria Remain open minded about companies availability. For instance, do not take a “no, we are not for sale” quote a definite

22、non-availability,Due diligence:,Typical analysis includes a thorough company “check-up” using the complete range of basic Bain strategic tools, from internal and external perspectives,114,Bain M&A,Typical Watchouts (2 of 2),Valuation:,Full value quantification should include three steps: stand alone

23、 value: assuming current performance going forward. This takes into account market dynamics factors stand alone operating improvement (or full potential): additional value created by managing the entity better, e.g., according to BDPs integration opportunities: valuation of synergies (cost/“hard” sy

24、nergies and revenue enhancement/“soft” synergies) generated by the combination of two businesses,Integration:,Carefully thought-of integration process is a major factor of success in M&A Key success factors include early planning, constant communication, retention of key managers, aggressive sharing

25、 of corporate vision, respect for people and culture Short-term objectives should be consistent with long-term goals Swift changes are required and acquirer should avoid falling in the “hands-off” doom loop (drop in performance, pressure on acquiree, morale collapse at acquiree, lower performance),115,Bain M&A,Agenda,Trends in M&A Guiding Principles for Successful M&A Bain Approach Case Examples screening due diligence sale Exercise on Synergy Calculation Typical Watchouts Key Takeaways,116,Bain M&A,Key Takeaways (1 of 3),Trends:,M&A activity has been booming o