Got this question at an interview today: a private equity firm wants to invest in a company that produces roses. The company grows them in Africa, exports them to the Netherlands and then distributes them to 5 countries in Europe. What approach would you take to due a commercial due dilligence of this target firm? The second part of the case was a market sizing of the market for roses in Europe.

CDD Commercial Due Dilligence Market sizing
New answer on Dec 31, 2021
4 Answers
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Anonymous A asked on Feb 01, 2018

I think I tackled the question quite well but then the interviewer didn't seem very confident. I would like to hear your thoughts on what would be a good approach / framework?

Many thanks!

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Francesco
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replied on Feb 01, 2018
#1 Coach for Sessions (3.900+) | 1.400+ 5-Star Reviews | Proven Success (➡ InterviewOffers.com) | Ex BCG | 9Y+ Coaching

Hi Anonymous,

I agree with Bruno, it would be easier to judge your framework if you could report it below. It could also be that your framework was good, but you did not communicate it effectively, for example not linking the various layers to the actual goal of the client.

In terms of the general structure for a due diligence you can consider the following:

1) Goal clarification. It is always good to start with the end in mind – thus what is the specific reason why they want to buy the company? Just make profits reselling in 3 years for a higher price? Benefit from synergies with a portfolio company? Test the market for a bigger acquisition?

2) Industry. There are two macrovariables here.

  • Key industry numbers/facts. This includes for the market and potential subsegments the following
    • Growth
    • Size
    • Barriers to entry (BTE)
  • Key industry players. This includes:
    • Customers segmentation
    • Competition
    • Occasionally for some cases: suppliers and substitutes.

You should present this area connecting with the goal, and not purely listing the elements to analyse as if it was a laundry list. The best way to do so is explain how a certain variable will help you to achieve you goal. Eg, if your goal is to increase revenues, don’t simply say “I want to look at growth, size and BTE”, rather “I want to look at growth and size – this will tell me if the market has the potential to provide enough revenues for our client. I would also like to check BTE, to understand which are the obstacles in entering such a market and thus increase revenues”.

3) Company - Target objective feasibility. Here you want to check the fit between the client and the selected industries.

  • Can our specific client reach its objective in the selected market (eg profits, revenues, increase in value, etc)?
  • Are there positive or negative synergies with the acquisition?

In the first point, you will probably have to go through a profitability/revenue/cost framework, to calculate the effective result.

4) Price and capabilities. Once you know the industry is attractive and you can reach you goal, you should consider if the price is fair and you have enough capabilities

  • Is the price fair? To understand so, you should do a comparison between the acquisition price and the company value, using multiples in the industry or a DCF analysis.
  • Do we have enough money and other required resources (eg more proper management) to implement our strategy?

You can find more information on the DCF analysis at the link below: https://www.preplounge.com/en/consulting-forum/case-net-present-value-calculations-325

5) Risks and next steps. What are the major elements that we should further analyse based on the previous points (eg regulator decision, potential other targets to consider, implementation risks)?

Hope this helps,

Francesco

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B
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replied on Feb 01, 2018
NOT AVAILABLE

Hey,

Let me give you the example on how I would have approached it (that said, there are several other ways to approach that could be equally effective):

- analyze the market/external factors: how sizable is currently the market and any growht expectation into the future? (demand side); what about the competitive landscape? any relevant regulations/barriers to entry? (supply side)

- analyze the company internal factors: what's the historical financial performance (traditional profitability tree; include benchmark vs. competitors and market share)? do they have the right/needed capabilities (production, distribution, transport, management)?

- transaction itself: adequate pricing, how to finance the transaction

Anyway, if you want to have a better understanding on whether your framework was good or not, just add it here, so that we can check

Best

Bruno

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Vlad
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replied on Feb 01, 2018
McKinsey / Accenture Alum / Got all BIG3 offers / Harvard Business School

Hi,

For commercial DD you can use the following structure:

Market

  • Size
  • Growth rates
  • Profitability
  • Segments
  • Distribution channels

Competition

  • Market shares of competitors and their segments (see the next point)
  • Concentration / fragmentation (Fragmented market with lots of small players is less mature and easier to enter from a scratch. Concentrated market is hard to enter but has potential acquisition targets)
  • Unit economics of the players (Margins, relative cost position)
  • Key capabilities of the players (e.g. suppliers, assets, IP, etc)

Company

  • Unit economics (Margins, costs) in current or target markets
  • Brand
  • Product mix
  • Key capabilities

Feasibility of exit:

  • Exit multiples
  • Exit time
  • Existence of buyers

Best

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Ian
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replied on Dec 31, 2021
MBB | 100% personal interview success rate (8/8) and 95% candidate success rate | Personalized interview prep

Hi there,

Providing some market sizing thinking for anyone revisiting this Q&A:

Remember that there's rarely a "best" answer with market sizing. What's important is that you break down the problem the way it makes sense to you. Importantly, break it down so that the assumptions you make are the ones you're most comfortable in.

For example, do you know all the major brands? Great go with that. Do you understand all the segments of that country's population (either age or wealth or job breakdown)? Go with that. Do you know the total market size of the tourism (or hotel) industry? Then break it down that way.

Some tips:

  1. Just like in a case, make sure you understand the question - what are you really being asked to calculate
  2. Decide whether a top-down or bottom-up approach is best
  3. Figure out what you know you know, and what you know you don't know, but could estimate
    1. This helps you determine how to split out buckets
  4. Stay flexible - you can start with a "high-level" market sizing, but gauge your interviewers reaction....if it looks like they want you to do more...then go along level deeper in terms of your splits
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Francesco gave the best answer

Francesco

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