What role does a consulting firm play in the m&a process vs an investment bank?

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The bank represents their client(typically the seller; although in larger, complex deals on both sides) to get a deal done. Buyers hire consultants to perform due diligence (commercial, financial, InfoSec, etc) to ensure the target is what they are paying for. After the desk closes, the buyer may also hire consultants to help integrate.

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The first rule of asking for advice is not to ask things you could easily Google.

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The bankers pick the best numbers they can justify to help support managements story. They are responsible for juggling data requests and navigating the process for multiple potential buyers at once. Their interests are aligned with the sellers in getting a deal done and at the best price. They are like the sellers agent in a home sale.

The consultants helps buyers peel back those numbers to get to “real” estimates. In addition, they look for cost takeout or sometimes growth opportunities that management wasn’t considering. Their interest are aligned with the buyers, helping them decide if they want to do the deal at all and if so if the price is fair or should be negotiated. They are like your home inspection in a home sale.

Consultants can also work for the seller, where they basically help make up the rosy supporting data the bankers need to tell managements story.

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It’s really a different kind of banking. Investment banking is sell side oriented. Commercial banking is where debt financing tends to come from. Or private credit. It’s complicated. There are always exceptions to all of the above.

Everything else than the IB.

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