Corporate Finance
KPMG's Corporate Finance team can bring measurable value to a client's drive for growth, competitiveness and profitability. Our professionals have the experience, supported by technical and industry knowledge to advise clients over the range of our services. Our team consists of investment bankers and experienced transaction professionals who are MBAs from premier institutions, Chartered Accountants and qualified engineers. Our Corporate Finance Services include:

• Mergers and Acquisitions
• Sales and Divestitures
• Valuations
• Private Equity

Transaction Services

We can provide support throughout the transaction life cycle on both the "buy side" and "sell side," to both strategic and financial buyers. Our Transaction Services include:

• Pre-deal evaluation
• Transaction evaluation
• Structuring the deals
• Assistance in negotiations and managing the deal
• Prospective reporting

Mergers, Acquisitions and Divestitures

It is well known that more than half of mergers and acquisitions fail to meet investor or shareholder expectations. The reason? Too much emphasis on completing the transaction, not enough on making the transaction work. For your acquisition to be more successful, you need an advisor with strong deal evaluation, due diligence, structuring and business integration skills. KPMG has the proprietary intelligence tools to help you discover global transaction opportunities and weigh the risks of each one. We have the local knowledge to help you structure your transaction for business anywhere in the world. Further we can help you preserve, realize and create new value in the merged entity.

KPMG can provide divestiture, merger, and acquisition support by placing a strong emphasis on stakeholder value and identifying key risks and benefits early. Divestiture, merger, or acquisition capabilities differ dramatically from one company to another and from one deal to the next. We tailor our approach to focus on risks, complement your strengths, and support your areas of need.

We gain an understanding of your purpose in making the acquisition. We help you discover the risks associated with your target. We consider local and cross border tax issues. We clarify potential integration problems and help develop an integration plan. We look for purchase price latitude - and help you structure an optimal bid. With our understanding of your short and long-term goals, we can identify potential accounting, tax and reporting issues to consider in structuring the transaction.
Our professionals work closely with your staff, attorneys, and other advisors -and become valued advisors to your transaction team.

KPMG also identifies and assesses prospective purchasers, nationally and internationally using KPMG's International network of member firms. We design the process to help maximise proceeds for the vendor whether by competitive bidding or other methodologies.
For a bidding party, KPMG would cover the strategy, tactics and the formal approach on the client's behalf. We can source and arrange the funding (if required), and assist in reviewing the documentation. KPMG can act as the financial advisor for the total transaction whether the client is the bidder or the target.

As more companies in Kuwait and in the region look to expand their scale of operations, diversify, plan outbound investments or go public, and are looking to induct a strategic or private equity partner or to sell out their holdings, many challenges relating to their future strategic direction, dilution of control, governance and succession planning come to the fore.
Clients have used KPMG's Financial Advisory Services practice to act as a sounding board for analysing their future strategic direction and eventually to assist the company in implementation. KPMG acts as an investment banker in the process.

Working with our client we start with strategy and consider what are the best options. We establish price expectations and realistic valuation parameters and involve taxation and other industry specialists to help ensure the most beneficial structure for sale.

Our key success factors have been our in-depth industry knowledge (through sectoral teams) and the ability to work with KPMG's other services and to leverage the network of KPMG member firms across the world for the benefit of the client.

Valuations

Valuations constitute a significant part of any transaction process, be it in the nature of an acquisition, divestiture, joint venture, merger, de-merger or for filing tax returns.
KPMG's valuation practice distinguishes itself by knowing the specific industry in which the client operates and, providing proactive commercial and market focussed inputs to the assignment. Our analysis strives to provide clear and credible advice and hopes to add value in negotiating transactions, assisting in the restructuring process or segregating costs of an asset.

KPMG's professionals provide independent advice to directors, shareholders or management to:

• Determine the right price to pay or accept for a business
• Determine the value of equity to be issued to new shareholders or partners
• Evaluate merger / swap ratios
• Evaluate and defend an unwelcome and unsolicited takeover bid
• Evaluate and assist in Merger and Acquisions for Private Equity

KPMG's professionals can assist in funding the equity needs of the following companies:

• Greenfield projects
• Companies in need of mezzanine funding for future growth prior to an IPO or future equity offerings
• Listed companies seeking further infusion of capital
• Closely held public companies requiring equity finance to fund new products/activities or to de-leverage themselves
• Private equity houses/funds wishing to exit through sale of their holdings

KPMG's advice encompasses transaction management including:

• Assisting the client in analysing possible transaction structures from a private equity investor's perspective
• Selecting a structure to capture the inherent strengths of the company or the transaction
• Possible alternative financial instruments (i.e., convertible / preference shares)
• Building corporate profiles as marketing tools providing key investment considerations
• Pricing analyses and valuations
• Negotiations and deal support including tax and regulatory advice
• Negotiating terms and conditions with financiers/lenders
• Achieving financial closure by tying up the lenders/financiers.
  

For further details, please contact:

Dr. Rasheed Al Qenae
Partner
ralqenae@kpmg.com

Anindya Roychowdhury
Partner
anindyaroychowdhury@kpmg.com