M&A Framwork for Success by VSC Growth

1. Mergers & Acquisitions: Part 2 Practical Framework for Success - Highlights Steve Coote Director, VSC Growth Feb 2011 www.vscgrowth.com.au Copyright © 2011. All Rights Reserved. VSC Growth

3. Transactions increasing post GFC

5. Current annual growth >10%Source - Thomson Reuters Oct 2010

6. The Market - Why M&A? “To grow or protect shareholder value and returns” Source Towers Watson

7. The Research The results of the research are presented in our: Mergers & Acquisitions Part 1 – 2011 Research Project The research has been combined with our direct experience to provide practical guidance to those involved in M&A Contact Steve Coote on +61 412 148428 or steve.coote@vscgrowth.com.au www.vscgrowth.com.au

9. If we want to improve our approach, what are the fundamental things we need to?

11. Companies continue to underestimate the resources necessary for integration and the realisation of synergies

12. Success relies on managing diverse and complex ranges of people and cultures… and this is not easy

14. 1/3 Destroy Value 1/3 Maintain Value 1/3 Create Value Significant Value Created Framework for Success Step 1 – Commit to improve on the status quo Value Created Negligible Value Created “It is unrealistic to achieve perfection, but we should be seeking improvement” Value Maintained Improve some of these Maximise these Negligible Value Destroyed Eliminate these Value Destroyed Significant Value Destroyed “What difference would this result make to your organisation?” Copyright © 2011. All Rights Reserved. VSC Growth

15. Framework for Success Step 2 – Understand your M&A model How do you currently do M&A, what works what doesn’t? What do others do? The Deal (Pre-Completion) Implementation (Post-Completion) Copyright © 2011. All Rights Reserved. VSC Growth

16. “This is our M&A framework; everyone knows what they have to do” Framework for successStep 6 – Execute each merger diligently

18. Celebrate what you do well

19. Reduce your risks by learning from others mistakes

20. Benefit from on-call experience

21. Build the skills & confidence of your support team

22. Uncover latent opportunities on old deals

23. Focus your energies where you can create the most value

24. Be prepared when the next deal comes off

26. Turn average deals into value creators

27. Extract value from already completed deals

29. Personal service and considered advice

30. Experience and a practical approach

31. Focusing on creating enduring valueFramework for success Contact Steve Coote on +61 412 148428 or email your enquiry to steve.coote@ vscgrowth.com.au www.vscgrowth.com.au

32. Want a closer look at the Framework? A more detailed outline of what works is addressed in our presentation: Mergers & Acquisitions Part 2 - Practical Framework for Success The Framework combines our direct experience with the research to provide practical guidance to those involved in M&A Contact Steve Coote on +61 412 148428 or steve.coote@vscgrowth.com.au www.vscgrowth.com.au