The Role of Contract Discovery in Merger & Acquisition
Buyers and sellers involved in pre-merger preparation and post-merger integration, need to be in a proactive position to locate, identify and assess all areas of exposure, liability, and risk. The due diligence process is particularly stressful, with tight timescales to meet and the ever increasing pile of documents waiting to be reviewed, scrutinised and disclosed. In most cases, these documents are manually analysed by expensive Merger & Acquisition (M&A) service teams such as legal, financial and other specialist consultants. The current M&A climate demands shorter transaction times to accelerate and optimise better deal returns at a reduced cost.
The most critical documents during these transactions are contracts, which may contain unknown risks and liabilities. Most organisations do not have complete contract visibility but if they do, they’re not easily accessible or understood.
Seal Software’s innovative Contract Discovery (cDiscovery) will enhance the deal for all parties. Our unique solution locates and identifies contracts within an enterprise; enabling legal and finance teams to identify risk, shorten deal times and save money. M&A Contract Discovery quickly and accurately locates contract documents, automatically extracts key contract terms and presents them in a searchable and easy to access format.
Pre-merger Preparation
The first phase of this process typically requires the seller to provide a responsive document set, which may take the form of an online data room; full of digital media and paper documents. Contract Discovery will perform a comprehensive scan of the data room; extract key contract data creating a contract summary snapshot ready for manual review by the transaction teams. M&A Contract Discovery removes the need for cumbersome manual search and audit processes, which are time consuming, expensive and can be susceptible to errors.
Post-merger Integration
The best post-merger integrations are achieved by organisations that identify and manage their risk early and as a result align their customer relationship and retention business processes. Contract Discovery will audit all agreements giving buyers instant visibility and understanding of all existing commercial and vendor contracts; enabling them to leverage the terms & conditions as well as understand current and future obligations.
During the integration of the businesses there may be a loss of personnel from both sides. Point Contract Discovery at your HR file shares and find the relevant employee contracts for further cost analysis.
All discovered documents can be opened directly within the central, secure and searchable Contract Discovery user interface. Seal cDiscovery provides users with seamless access to the original contract and the contract summary page. Notes can be attached to each contract summary page for reference, search or peer review.
Should the M&A teams be required to send contract information and the supporting documents to an external source, all discovered contracts, clauses and key metadata are available for export in standard formats, including excel spread sheets.
Seal Software Group - www.seal-software.com
By Guest Blogger: Seal Software Group
