AS IS Assessment - M&A Pre-Merger & Post-Merger Integration

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Given that all parties engaged in mergers, acquisitions or divestitures (spin-outs) are financially incentivised on delivering successful outcomes, maintaining business continuity, momentum and performance from pre-transition through to medium term BAU will critically influence contractual and perceived outcome success. Solution: To differentiate from balance sheet due diligence commissioned by Purchases and Bidders; to ensure successful outcomes for ALL PARTIES (Purchasers, Bidders, Vendors and Target), it is imperative to also perform independent NON-BALANCE SHEET (Business and IT) due diligence to quantify, qualify and validate: Business capabilities and sustainability (pre / post transition) Services, contracts (novation) and commitments Business continuity and potential transition risks, issues and interdependencies Current state gaps and synergies between the Target and Purchaser: - Processes, business systems, data, software licences, support, policies and procedures - Employee terms and conditions - Culture and methods of doing business - Compliance risks, policies and procedures NON-BALANCE SHEET due diligence findings will provide all parties with additional metrics and insight to better measure and determine short and medium term contractual Successful Outcome profiles. PAST INTERNATIONAL REVIEWS have included: Central Government mergers (UK - Qatar) Corporate pre / post mergers & acquisitions, carve-outs / divestiture, IT consolidations and downsizing (Pan Europe – USA – ZA) Local Authority restructuring / cost savings / integrated commissioning (UK) Higher and Further Education, spin-outs, JVs and mergers (UK) Consolidation of Central Government Shared Service Centres (UK - Qatar) Airport mergers and IT integration (UK) Business cases for the move to Shared Services, Insourcing and Outsourcing (BPOs) (Pan Europe) Sarbanes Oxley audits of financial reporting processes (Pan Europe and ZA) ERP transformations (across 40 countries)

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