GRAPH Papers® Commercial Diligence Best Practices

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Jeff Merkle

Jeff is a Senior Partner at GRAPH Strategy. Jeff has over 15 years of strategy experience, both in consulting and in industry. He has led over 150 Commercial Due Diligence and M&A strategy cases on targets ranging from the lower mid-market to large-cap public companies. READ MORE

Author: Jeff Merkle
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057

Taking Price Seriously in Commercial Due Diligence (CDD) Mandates

By Jeff Merkle

Using pricing as a lever is massively powerful, yet pricing is an often overlooked and underappreciated part of diligence. Several years back, one of the large corporate finance consultancies did some modeling using income statements from the top 1000 firms – they found that a 1% increase in average price with an “inelastic” customer base (i.e., no resulting change in demand) resulted in a…
056

Gaining Momentum Around Price Early in Diligence

By Jeff Merkle   VIDEO

During the diligence window, savvy investors are increasingly seeking early signals on the pricing opportunity – for both valuation and value gen considerations. Gaining an understanding of the pricing opportunity starts with a walk-through of multiple pricing factors. Chief among the various diagnostics is the pricing waterfall - the walk-down from list to pocket price, and identification of…
055

De-risking and Leveraging Brand Equity Ownership in Commercial Due Diligence

By Jeff Merkle

In Commercial Due Diligence, it’s often the assumption that customer relationships are an “asset” of the business, but that’s not always the case. The reality is that for many businesses, the quality and stability of customer relationships are owned by account representatives (and possibly only a few reps) – who walk out the door with those assets every night, and who (for the right…
054

Brand Equity: Institutionalized or Individualized?

By Jeff Merkle   VIDEO

Evaluating the degree to which Brand Equity lies with a target company versus with individual sales and service reps of the company should be a key exercise in Commercial Due Diligence - for both the benefit of valuation and for value gen opportunity assessment. Determining the clues that enable methods for institutionalizing the relationships drives strength of recurring/repeat revenue,…
047

A New Class of Buyers - The Graduation of the Wise Industrial Buyer

By Jeff Merkle

As any homeowner knows, the demographics of the “trades” are changing, with an older generation of master tradespeople retiring. Consumers experience this as a lack of qualified service providers. As investors, there is another aspect to this trend that is more important to track – it represents a quiet changing of the guard among industrial customers.
044

Credit in the time of COVID

By Jeff Merkle

Any statement on the level of disruption that 2020 has served up risks being an understatement. In addition to reconsidering personal lives and routines, many investors have been forced to rethink world views on risk and downside – a subject we’ve been spending immense time on over these past 6 months. While GRAPH prides itself on thinking creatively about value gen opportunities for new…
043

Pricing Journeys

By Jeff Merkle

The origins of this GRAPH Papers® article are in recent client requests: with deal prices necessitating robust value creation plans, clients have been continually driving projects around EBITDA growth. As commercial specialists, we think about growing the top line as four factors:
039

Understanding the Market Share Equation in Diligence and in Value Gen. Exercises

By Jeff Merkle

I’ve been reflecting on Mark's recent article about how to better capitalize on brand equity – and particularly about those situations where you can exploit untapped brand equity. Mark promotes a winning investment formula of investing in cases where “RBE > RMS,” i.e., a company whose Relative Brand Equity is greater than its Relative Market Share. These situations are sadly not…
034

The Battlefront for the Keystone Position in an Ecosystem

By Jeff Merkle

Direct competition between ecosystems – iOS vs. Android; Twitter (or "the X"*) vs. Instagram (Meta) – is often studied and constantly the subject of various tech press and opinion pieces. There are many good reasons for this that all analogize to the same reason journalists love to cover competitive tournaments:
030

A Practical Commercial Diligence Approach to Assess the Risk of Artificial Intelligence (AI) Disruption

By Jeff Merkle

The impact of constantly expanding applications of AI technology (Note 1) has many investors nervous about traditional human-labor-based businesses – from professional and technical services to administrative clerks. The sustainability of these businesses is a deep and challenging topic to assess. However, it is made harder by the convoluted analytics that many consultants have proposed to…

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