13 Feb 2017
Clairfield partner Rodrigo Pasin, is releasing two new books on mergers and acquisitions after 10 years of diligent research and analysis. The first book, Fusões & Aquisições: Casos de Fracasso e Sucesso na Destruição e Geração de Valor (Mergers & Acquisitions: Studies of Failure and Success in the Destruction and Generation of Value), contains in-depth case studies of M&A transactions advised by Clairfield International in Brazil and its academic and commercial partners. Seeking to go beyond traditional case study analysis, the book explores topics ranging from the importance of the human value component in the acquisitions and sales of companies to the reasons behind premium multiples, the cost of corruption, and the weaknesses of EBITDA for company valuation purposes. Featuring companies from Apple to Brazil´s CTIS and Amil, which was acquired by United Health from USA, as well as the infamous Petrobras, this book presents a diverse selection of cases sure to interest even the most experienced professionals in the field. The second book, Fusões & Aquisições: Estratégias Empresariais e Tópicos de Valuation (Mergers & Acquisitions: Business Strategies and Methods of Valuation), steers away from case studies and instead presents theories and suggestions synthesized from the authors’ extensive experience in the M&A sector.
Beyond case study analysis, the books present state-of-the-art models that address challenges in the M&A field many businesses face today. The first is a multifactorial model of company valuation suggested as a replacement to the traditional multiples method. The second is a framework for regulatory risk analysis that highlights the “Real Option” valuation method, intended to help firms assess unfamiliar and uncertain business environments in the M&A process. The third is a discussion of the pitfalls of relying too heavily on EBITDA for company valuation purposes. The book also offers guidance into the integration of businesses across cultures, mathematical adjustments between letters of intent and final contracts, the process of “hunting companies,” and how to select the most suitable advisor for your needs. The book ends with an advice section, a culmination of the experiences and insights of the authors, and a checklist to assist any company during the negotiation process.
“Through these books, we wanted to give individuals the tools and information necessary to successfully navigate the M&A process,” says Rodrigo Pasin. “Using our extensive experience and research gathered over the past decade, we hope to challenge some of the traditional, but outdated, methods of valuation and to transform the way firms prepare themselves for the M&A process.” All proceeds from the sale of these books will be donated to ALIVI, a Brazilian foundation that cares for children with HIV and cancer.