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Distressed M&A

Within the Angermann Group, Angermann Consult specialises in consultancy for the purchase and sale of companies in crisis and insolvency situations. Distressed M&A processes are generally under great pressure to succeed, are very extensive and very time-critical. We offer holistic consultancy in implementing transaction processes to avoid insolvency which are adapted to the individual crisis situation. From insolvency, we support transactions in the form of traditional transferring reorganisations (asset deals) and in the context of insolvency plan procedures (share deals).

What are known as dual-track or multi-track processes, i.e. open-ended transaction processes which take into account share deals, asset deals and further options as equal alternative scenarios within insolvencies, are part of our standard range. Our customers and contacts are entrepreneurs, shareholders, liquidators, lending partners and investors.

Through Oaklins Germany, the oldest M&A consultancy in Germany and also part of the Angermann Group, we also have access to globally active financial investors and strategic investors. As an independent consultancy with decades of experience in the area of distressed M&A, we can guarantee comprehensive process security and transparency in time-critical projects. Our actions are always focused on both the optimisation of the shareholder benefit and the continued existence of the company.

M&A in exceptional and crisis situations
01 / Sequence

To protect a company which is in difficulties from further damage, the sale of the company or parts of the company (“fire sale”) or the assumption of new equity capital is often the only logical decision or alternative. Since the existence of a crisis situation means that these processes are usually time-critical, a quick and structured procedure is an important success factor.
Processes
- Indicative valuation of companies and business units
- Management of the M&A process
- Creation of the sales documentation
- Specifically identifying and contacting possible investors (worldwide if necessary)
- Data space and Q&A management
- Continual guidance of the interested parties during the transaction process
- Support during the contract negotiations
02 / Objective

Angermann Consult supports its customers in managing their M&A process effectively, and helps to implement capital acquisition processes.

Measures
- Increase the equity capital ratio in order to maintain permanent access to outside capital
- Finance restructuring measures by taking on a new investor
- Sell parts of the company within a restructuring measure
- Prevent reasons for insolvency
- Maximise the sale price
- Replace and restructure the existing financing plan
- Alternative financing/mezzanine capital, factoring, sale and lease back
M&A in insolvency
01 / Sequence

If insolvency cannot be avoided, we also support you in selling the company in the context of (provisional) regular insolvency and self-administration or insolvency protection proceedings, with the aim of continuing company activities.
Angermann Consult is experienced in carrying out distressed M&A transactions as single-track or dual-track/multi-track processes which are started at the point when the provisional insolvency begins and which result in either an insolvency plan (investor solution or shareholder-orientated) or a transferring reorganisation. The result is a transaction in the form of asset or share deals and/or the acceptance of new outside capital (“fresh money”) from an investor or a debt-equity swap.

Processes
- Structuring of the envisaged transaction/complete vs. partial sale (involvement of the seller and stakeholders, if applicable)
- Identification of possible investors and analysis of strategic suitability and synergies
- Contacting the potential investors and process management up to contract negotiation
- Support in developing a purchaser concept, taking the employees and location structures into account
02 / Objective

We will support you throughout the sales process and address the various interests of the stakeholders, always with the aim of achieving the optimum result: to retain the company in its core and to enable external stakeholders, such as credit institutions, to reduce large parts of their issued loans.

Services
- Definition of the transaction goals and checking them against realistic expectations
- Research, analysis and evaluation of opportunities
- Transaction structuring
- Support and consultancy
- Valuation
- Due diligence and data space
- Definition of the negotiation strategy, exploiting all negotiation options, and leading the negotiations
- Objective checking of the project result against transaction goals
- Timely implementation (insolvency payments)
- Multi-track (continuation, sale, liquidation)
M&A and commercial support in the insolvency plan proceedings
01 / Sequence

Our extensive restructuring expertise allows us to support you beyond the implementation of a distressed M&A process with all aspects of reorganisation, from a single source.

Processes
- Management of the operational ESUG procedure [German law to facilitate the renovation of companies]
- Presentation and documentation of the initial economic situation
- Analysis of the causes of the company’s crisis
- Special projects (e.g. plausibility checks on calculations)
- Cash management
- Creation and implementation of a plan for sustainable revenue growth
- Identifying and contacting specialised investors
- Coordination with the client concerning the ultimate structuring of the transaction type
- Share deal - insolvency plan
- Asset deal - transferring reorganisation
- Own solutions with/without “fresh money” from an investor
- Debt-equity swaps
- Communication/negotiation with stakeholders
02 / Objective

We provide experienced teams of restructuring and interim managers. In addition, we work closely with insolvency lawyers, insolvency administrators and trustees.

Services
- Preparation of the application
- Creation of the appraisal of eligibility for continuation (taking into account IDW S9)
- Setting up the insolvency plan (taking into account IDW S6 / minimum requirements for highest court decisions)
- Implementation of reorganisation
- Financing of the restructuring measures
- Releasing tied-up capital
- Distressed real estate
- Acquiring funding