Acquisitions Divestitures Corporate Partnering Based on its constant interaction with industry participants, FPG's comprehensive, yet focused, database of Life Science companies (large and small) in the US, Europe and elsewhere, gives the firm an important competitive edge compared with investment banking firms and other advisers which merely offer deal implementation skills. In many instances, FPG actually creates a transaction idea by suggesting a specific target to a potential client, based on our understanding of the client's strategic objectives and our in-depth knowledge of the relevant therapeutic, technological or industry sector. Frequently, an FPG client seeks our advice in identifying a suitable acquisition opportunity in a given geographic area, therapeutic sector or technology expertise. Similarly, we are asked to identify several potential acquisition targets and then to prioritize them in order of their interest/desirability (for our client) and in terms of the likely feasibility of completing a transaction on acceptable terms. FPG's cross-cultural deal experience gives us a distinct edge when negotiating on behalf of, for example, a US publicly-quoted acquiror wishing to buy a family business in France, Italy or Germany or a Western company doing a partnering deal in Japan. Once the desired acquisition target has been identified, and an initial approach made either to its Board or to its shareholders, FPG's negotiating and transaction process skills then come into play. As FPG is also very experienced in acting for sellers of businesses (see Divestitures), it recognizes that a good deal must be perceived as such by the seller as well as by the buyer. This lesson is not forgotten in Acquisition transactions where sensitive topics (such as labor issues or subsequent employment of family members) must be handled with care, so as to avoid jeopardizing the deal. FPG has led teams of professional advisors (lawyers, accountants, tax advisors, patent attorneys etc) through complex, multi-jurisdictional transactions and herein lies its real competitive advantage, rather than in handling just "plain vanilla" acquisitions, or launching public tender offers. FPG is nonetheless happy to carry out (a) straight acquisition mandates of clients concerning pre-defined targets (in a multilateral auction or bilateral transaction), or (b) two-phase assignments involving a search for, and selection of one, or a small number of, qualified acquisition targets out of the many possibilities that might exist (the Identification Phase), followed by the classic approach/analysis/ negotiation pathway to accomplish the Acquisition of the chosen target (the Implementation Phase). In summary, our Acquisition services to a client company include: The establishment of acquisition objectives and the underpinning strategy elements Research and market analysis, by business sector or specific country, to identify target companies matching the selection criteria Selection and initial investigation of, and basic information collection concerning, a target company (or group of them) on an anonymous and confidential basis In-depth analysis of the chosen target company (or companies) to determine attractiveness in light of the selection criteria Approach, and introduction of our client to, the target company to determine availability Due Diligence assistance, working closely with the client's other professional advisors (such as accountants, lawyers and other specialist advisors) Development of negotiation tactics and deal structure Negotiation participation and assistance to lawyers in drafting documents to embody the financial and operational terms won in negotiation, through to deal closing. A representative sample of clients for whom we have completed successful Acquisitions includes American Home Products (now Wyeth), Merck KGaA, Cambrex Corporation, Fuchs Petrolub and Morgan Grenfell Private Equity.