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Case Studies: Transaction Services

Acquisition due diligence in the manufacturing sector

Schweiter Technologies entered into an agreement with Rio Tinto to purchase the Alcan Composites business for USD349m. Alcan Composites is the global market leader in composite materials, particularly in relation to the core materials used for wind turbine blades. Alcan Composites is also a leading player in other segments, such as composite panels for high-quality facades and display applications.

Deloitte’s M&A Transaction Services team provided financial, tax and pension due diligence services as well as general bid support and advisory services.

Acquisition due diligence in the manufacturing sector

EnerSys is a global leader in stored energy solutions for industrial applications. We gave advice to EnerSys, a US stock listed company, on its acquisition of the two main subsidiaries of Swiss listed Accu Oerlikon. The deal was completed as a mix of a share and asset deal. Deloitte’s M&A Transaction Services team provided financial due diligence services including tax and pension advice. The team further supported EnerSys with substantial SPA input during the negotiation phase of the transaction. In addition, we have provided substantial advice with regards to the closing accounts.

The transaction was completed with a deal value of CHF 14m.

Acquisition due diligence in the building sector

The Flachglas Wernberg Group is one of the leading glass refiners in Europe. The company's functional glass types and special glazing characterize the appearance of buildings and vehicles throughout the world. Flachglas has engaged the Deloitte M&A Transaction Services team to provide acquisition due diligence services on the Swiss subsidiaries of Pilkington, one of the global leaders in the manufacture and supply of glass products.

The team consisted of industry experts as well as transaction and tax specialists, which presented a detailed analysis of the operations, the underlying business and key issues, focusing on sales (per product group, customer and geographical area), cost of goods sold and margins. In addition, the acquisition due diligence report included tax and pensions. In order to enhance our services provided to Flachglas and their financing banks, we offered SPA negotiation support services throughout the whole process. 

Vendor due diligence in the manufacturing sector

The Dätwyler Group, listed on the SIX, is an international multi-niche player focusing on the supply and distribution of engineering and electronic components directly to industry. Dätwyler engaged Deloitte’s M&A Transaction Service team to provide vendor due diligence on their precision tubes division. The team consisted of industry experts as well as transaction and tax specialists. In order to answer all upcoming questions of potential buyers, we presented a detailed analysis of the division, the underlying business and key issues, focusing on sales (per product group, customer and geographical area), cost of goods sold and margins. In addition, our vendor due diligence support provided a comprehensive overview of tax and pension aspects. In order to enhance our services provided to Dätwyler and their advisors, we offered vendor support services throughout the process including data room support and a current trading update. The transaction between Dätwyler and Benteler, a German automotive and steel tube supplier was successfully completed.

Public takeover prospectuses

Deloitte Corporate Finance has performed several reviews of public takeover prospectuses for international and national clients. We have well established relationships with reputable Swiss law firms such as Lenz and Staehelin, Baker & Mc Kenzie, CMS von Erlach Henrici etc. Whilst working on several reviews of public takeover prospectuses we maintain good relationships with the Swiss takeover board.
Selected reviews of public takeovers:

  • Aquamit‘s /Mitsubishi Plastic‘s going private transaction on Quadrant Holding AG. Transaction value CHF 162m.
  • German listed BASF‘s takeover of Ciba. Transaction value CHF 3.3bn.
  • US listed Lam Research‘s takeover of SEZ Holding AG for CHF 643m.
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