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Contract Separation

Key Contacts

Merger, Acquisition, and Divestment – Supplier Contract Separation

 

Often companies decide to sell part of their brand or specific arm to an interested party. These transactions are often part of mergers or acquisitions events which tend to have a large element of supplier-related change that needs to be planned and then tackled. The most significant one being the limitations that supplier contracts tend to have on allowing parties not nominated in the contracts, such as the acquiring party, to benefit from the service or goods provided by the supplier. These contracts could be for things like overhead related suppliers but could also be fundamental in the provision of the service being sold or acquired.

 

Due to drive and interests at the point of a transaction of merger, acquisition or separation, the supply chain can be overlooked until a transaction is announced.  This normally results in a high level of pressure to deliver a transfer of supplier contracted services to an acquiring party and avoid any disruptions. This change is normally time-bound and often governed by overarching agreements between selling and acquiring parties such as transitional services agreements.

 

Procurato has significant experience in working with well-known brands to help with supplier Contract Separation/Integration. We have worked with high profile, well-known brands to support the clients in reviewing their supplier base related to the transaction and delivering continuation of service throughout the transfer.

 

Procurato can help a client going through a Merger, Acquisition or Divestment when it comes to their supplier contracts on both sides.  

 

For Parties Selling:

  • Planning supplier change phases, including potential costs – (pre and post-sale announcement)

  • Investigation of supplier agreements and relationships to identify contractual limitations

  • Coordination of supplier prioritisation

  • Providing supplier communication plans including templates

  • Communicating with suppliers on transactions including commercial negotiations

  • Providing reporting to all relevant project parties

 

For Acquiring Parties:

 

  • Identifying key service suppliers and implementing change phase

  • Negotiating with selling party project teams on supplier-related element of the transitional services agreement

  • Generating priority plans for the continuation of service to transition to business as usual service

  • Integration of supplier contracts into an existing contract or setting new agreements up with suppliers

  • Assisting of transfer of agreements such as licenses with vendors

  • Providing reporting to all relevant project parties

 

Although these transactions can be managed with a good supply chain plan, it is vital to work with a party that knows the pre and post-transaction pitfalls and has clear experience and solutions for those instances.

 

Whether you are planning a sale or an acquisition, have announced it, and starting the work, get in touch with us if you want to discuss how we can help with your supplier related transactions.

Marco Marambe

MD - Strategy, Finance & Business Service

Matthew Parker

MD - Sales, Client Operation & Client Technology

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