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#IT M&A

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Christoph Pscherer
digatus had already carried out the IT due diligence in advance and is now supporting Infrareal Holding GmbH & Co. KG during the takeover and integration of the pharmaceutical and biotech site.
Christoph Pscherer

Due diligence translates as required or appropriate care, whereby in the M&A context it is a risk assessment. It is usually carried out prior to a company takeover or merger. The aim here is to make the risks of the purchase quantifiable for the investor or the buyer in M&A transactions. After all, the investor wants to know exactly how profitable and sustainable the targeted object is and whether the purchase price in question is justified. Subsequently, the identified risks have to be managed in the post-merger integration.

Christoph Pscherer

When corporate acquisitions are the subject of public discussion, they usually involve large, well-known companies and takeovers with sometimes far-reaching consequences. Expansion and influence on the market as well as the realization of synergy effects are then often the driving force behind the purchase. However, most company acquisitions do not attract much media attention and mainly concern medium-sized companies. Here, the company purchase is often more of a means to an end and is carried out, for example, in order to make succession arrangements or as an alternative to founding a new company. For buyers, the purchase of a company can be an alternative to founding a new company. The advantage can lie in already existing structures, well-rehearsed processes and a given employee and customer base. But the takeover of a company is also a complex process that can involve many risks and must be well planned and considered.

Christoph Pscherer

An IT carve-out in the context of M&A requires a lot of planning and preparation, with several aspects to consider. This article offers an introduction to the topic and some practical tips for a speedy implementation of a carve-out project.

Christoph Pscherer

In mergers and acquisitions of companies, the IT area plays an important but also costly role. Our experienced consultants help you to successfully master challenges even in complex merger & acquisition (M&A) projects. In doing so, we focus on comprehensive coverage of the entire transaction process from an IT perspective, from initial identification and evaluation of opportunities and risks, to support in contract and license management, to stable operation. As a partner, we assume the role of IT M&A advisor with cross-industry expertise in national and international M&A transactions.

Christoph Pscherer

Due to the deep anchoring of IT in all corporate divisions and business processes, a company acquisition without its precise consideration and adaptation is unthinkable nowadays. Accordingly, IT due diligence is becoming increasingly important alongside financial, legal and tax due diligence.

Christoph Pscherer

Due diligence is an important measure in mergers and acquisitions (M&A). In mergers and acquisitions, due diligence allows the buyer to confirm pertinent information about the seller, such as contracts, finances, and customers. By gathering this information, the buyer is better able to make an informed decision and close the deal with confidence.

Edouard Streit

As part of the takeover of the German paper napkin business of Metsä Tissue Corporation by keeeper Group, we supported the separation of the IT landscape from the parent company and the transfer to a standalone operation.

Carl-Friedrich Heintz

As of 1.5.2022, our consulting unit has signed a cooperation agreement with Cape of Good Code GmbH for the joint execution of software and technology due diligence services for M&A transactions. The aim of the cooperation is to use the DETANGLE analysis software developed by Cape of Good Code in digatus’ IT M&A business area. The growing demand for technology/software due diligence in M&A deals shows the increasing importance of software for the valuation and sustainable success in the acquisition of software-dependent business models.

Adrian Liepert
Mutares SE & Co. KGaA strengthened its Automotive & Mobility segment in early 2020 with the acquisition of Cooper Standard’s sealing and fluids activities in Europe and India. As the exclusive IT advisor and service provider, we supported Mutares from IT due diligence, through the IT carve-out, to the standalone operation of SFC Solutions.
Christian Bichowicz

What company is not familiar with this situation? A software product is quickly needed and downloaded – thus purchased under fully licensing regulations. In the background, the general terms and conditions and licence conditions are accepted with a mouse click and the horror begins for every SAM compliance officer in the company.

Quirin Fischer
Due to the deep anchoring of IT in all corporate divisions and business processes, a company acquisition without its precise consideration and adaptation is unthinkable nowadays. Accordingly, IT due diligence is becoming increasingly important alongside financial, legal and tax due diligence.
Carl-Friedrich Heintz
Investing in a new business area beyond one’s own core competencies requires entrepreneurial foresight and also always brings challenges – which competencies will be required, is there an investment strategy (equity vs. buy-and-build investment), how sustainable is the new business model? Our client SHS Ventures, as the strategic venture investment arm of the Saarland-based SHS Group, faces these questions on a daily basis and relies on digatus’ expertise for the evaluation of (IT) technological issues.
Christoph Pscherer

The successful separation of a part of a company from a corporation requires a comprehensive understanding of the complex interrelationships and processes. Especially in the service sector, IT plays a central role due to the high delivery pressure, degree of automation and the close interdependencies of the systems used. A target-oriented approach is therefore required for timely separation and the development of new infrastructures in order to ensure operational capability in every transition phase and avoid production downtimes.

Christoph Pscherer

In the context of IT Carve-Out projects, four key scenarios in which the use of Microsoft 365 solutions on the target side should be considered. On the one hand, the licenses can be scaled up well and no own IT know-how in the company is necessary for the use. On the other hand, Microsoft 365 solutions offer a high level of data protection, disaster recovery, backups, and investment protection for server hardware.

Christoph Pscherer

A real blueprint for digatus – an order on which we were able to demonstrate our skills as a full-service IT service provider: the complete carve-out of a future SME company! The scope included the project management and execution of the IT carve-out in relation to the entire infrastructure, the non-SAP applications and the SAP system as a split copy from a corporation, as well as the gradual transition to digatus operation at our Augsburg data centre. With this full-service separation and transition in a short space of time, it was crucial to act quickly and in a structured manner, implement solutions tailored to the needs of the target as a future independent SME and to keep the three parties on the project team on the same track. Together with our SAP partner firms aplicado GmbH and Trigon Consulting GmbH & Co. KG, we were able to manage this project successfully.

Christoph Pscherer

Whether the business case of an M&A deal or divestment is successful or not depends on numerous factors. One often underestimated aspect is the design of the Transitional Service Agreement (TSA). Due to complex processes and company-specific dependencies, especially in the areas of IT, HR and finance, the outsourced unit (target) is usually not able to act independently from the beginning (Day1). Especially in the case of group spin-offs, it still needs support from the seller side for a transitional period in order to maintain the business operation. What this support should exactly look like is specified in the Transitional Service Agreement, which is concluded between the seller and the buyer and which usually has a term of about six to twelve months. Anyone who thinks that the parties will surely agree as the transitional time is so short, is mistaken. Our experience shows that a regular transition period, during which the outsourced unit can access the usual services as long as necessary in order to establish their own processes in parallel, in line with the new challenges and goals, is decisive for the successful start into independence and prevents time- and cost-consuming disputes between the parties. So, what shall be considered when designing a successful TSA?

Christoph Pscherer

The successful spin-off of a part of a company from a group requires a comprehensive understanding of the complex interrelationships and processes. Particularly in the manufacturing sector, IT plays a central role due to the high degree of automation and the close interconnections and dependencies of the systems used. The timely separation and establishment of new infrastructures therefore requires a goal-oriented approach to ensure operational capability in every transition phase and to avoid production downtimes.