Case Studies

Corporate Transaction

The following are some of the services USJP provided to Japanese companies in the U.S.

Acquisition Due Diligence – completed (Electronics)

USJP performed the buyer-side financial and operational due diligence for the acquisition of an electronics company in the U.S. USJP prepared a proforma financial for the target which was a division of a company held by an investor group. USJP also developed a valuation model and assisted in the negotiation process. As a result, the company acquired the business and the technology successfully.

Acquisition Due Diligence – abandoned (Pharmaceutical)

USJP reviewed the financial information of a private company as a part of due diligence. We uncovered an unusual set of related party transactions and advised the client to negotiate a reduction of the purchase price to account for added risks. After the negotiation, the parties decided not to proceed with the transaction. Although the main purpose of the acquisition was to obtain the distribution network of the target company, senior management of the buyer decided not to deal with a management team that they could not fully trust.

Long-term debt acquisition (Industrial Products)

USJP analyzed a company’s balance sheet and earnings power, identified refinancing options, prepared packages, and negotiated with multiple parties. The company’s previous lender was being acquired by a larger regional bank and needed to reduce its loan portfolio. The loan to our client was selected as one that should be terminated. The company had a high debt ratio, and its cyclical business was going into a down cycle. USJP approached and obtained proposals from money center banks, regional banks, and real estate lenders. The company ended up exercising a sale-lease back arrangement to repay the existing debt and obtained working capital from a regional bank.

Post-merger integration (Construction equipment)

USJP assisted the senior management of an acquirer and the acquiree to understand each other’s strengths and limitations, and to identify and evaluate ways to realize synergy through a series of work sessions conducted over a year. The large Japanese heavy industrial company acquired the small U.S. manufacturer of specialized construction equipment more than 10 years ago. While the acquired company had a good brand image, a stable dealer base, and a group of hardworking employees, it never took advantage of the technology of the parent company. As a result, the U.S. company’s market share gradually declined. The parent company needed to take a risk and integrate the operation to get a return from the acquisition.

Explanation of Corporate Transaction Services >
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