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M&A Deal Failure Case: How to Conduct Due Diligence?

May 08, 2025

Label:

Due diligence

pre-IPO DD

Pre-IPO due diligence

These issues ultimately led to operational difficulties and financial losses for the investor after the acquisition. The traditional due diligence methods failed to uncover these potential risks, resulting in the deal's failure.


Case Background

A certain investment firm planned to acquire a leading domestic medical technology company. After initial discussions, the investor conducted business, financial, and legal due diligence. All reports indicated that the target company was operating normally, with healthy financials and good legal compliance. However, after the deal was completed, the investor discovered the following issues with the target company:

 

Management Instability: The core management team frequently changed, which led to poor execution of the company's strategic plans.

Inaccurate Financial Data: Some revenue sources were not disclosed in the financial reports, which affected the evaluation of the company’s profitability.

Undisclosed Legal Disputes: The company was involved in multiple undisclosed legal disputes, posing potential future financial and reputational risks.

These issues ultimately led to operational difficulties and financial losses for the investor after the acquisition. The traditional due diligence methods failed to uncover these potential risks, resulting in the deal's failure.


Key Areas of Focus for Due Diligence

Management Team Background Checks: In addition to assessing the management team’s professional competence, attention should be given to their stability and history to avoid strategic execution issues caused by frequent management changes.

 

Verification of Financial Data Accuracy: Thoroughly analyze financial statements, verify sources of income and cost structures, and ensure the accuracy and completeness of the data.

Legal Compliance Review: Conduct a comprehensive investigation into whether the company is involved in any undisclosed legal disputes, evaluating the potential impact of these legal risks on the transaction.

Industry and Market Environment Evaluation: Understand the competitive landscape of the target company’s industry and the market outlook to assess its position and growth potential.

Cultural and Organizational Structure Assessment: Analyze whether the company culture is compatible with the investor’s and evaluate the efficiency and structure of the organization.


Conclusion

The success of an M&A deal depends not only on financial and legal due diligence but also on a comprehensive evaluation of the target company’s management team, culture, market environment, and other factors. Investors should adopt a multi-dimensional approach to due diligence, identifying potential risks to ensure the smooth execution of the deal.


Disclaimer: Certain images or references used in this article are sourced from publicly available materials. We respect intellectual property rights, and any rightful owner may contact us for content removal.(jielang.liu@aegismanage.com


Catalogue
  • Case Background
  • Key Areas of Focus for Due Diligence
  • Conclusion
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