REORGANISATION CONSULTING
Crises have their own individual causes and phases at every company. Restructuring management thus requires individual solutions. Analysis of the company, the causes of the crisis as well as the development and successful implementation of a restructuring concept are structured in stages that logically build on each other. TMC offers support throughout the entire restructuring process – both in "insolvency-related" situations and in the preparation and support for self-administration or regular bankruptcy proceedings.
Analysis is not only intended for companies that already recognise the first signs of a crisis, but also for the lenders involved. A plausibility check or verification of business models and business plans is often requested by lenders in order to review the possible provision of capital, extension of credit or the terms and conditions as the basis for key decisions. In this process, the main risks associated with the company's development as well as external crisis drivers are identified. The main objective of the analysis is to obtain an overview of the company's financial situation within a short period of time. On this basis, initial potentials and alternative courses of action can then be identified.
Following analyses and discussions, the results are presented in a SWOT structure. The company divisions are assessed according to their strengths / weaknesses / opportunities / threats profile. The strengths and weaknesses are intended to reflect the internal situation of the company, while the opportunities and threats are meant to map the main external drivers.
THE ANALYSIS CAN BE PERFORMED AS A SUB-SERVICE WITH A BRIEF REPORT:
- Analysis of turnover, earnings and liquidity planning
- Analysis of financing structures and interest payment capacity
- Analysis of the business model
- Quick check on restructuring potentials
- Reorganisation report in accordance with IDW S6
- Independent Business Review (IBR)
- Continuation strategies / continuation forecasts
- Restructuring strategies / development strategies
- Integrated business planning
- In a crisis, lenders often wish to have the restructuring capability and restructuring strategy reviewed in the form of an independent expert opinion in accordance with the IDW S6 standard. A viable restructuring strategy is a prerequisite for banks and other financing partners to provide or maintain credit lines.
- Based on a comprehensive analysis of the company's entire value chain, we develop an implementation-oriented strategy with measures whose realisation brings about a sustainable improvement in profitability and competitiveness.
- The content and structure of a restructuring strategy must meet the current requirements laid down by the BGH (German Federal Court of Justice). The implementation of a restructuring strategy that does not meet these requirements can lead to considerable economically and legally undesirable developments. Financing partners can and will only provide credit lines in a legally secure manner on the basis of an expert opinion according to a defined standard.
- We develop company-specific restructuring concepts on the basis of the IDW S6 standard and thus adopt a consistent and implementation-oriented approach.
- The expert report focuses on the following aspects:
- Analysing the past and current situation
- Determine the causes and particular stage of the crisis
- Identify strengths and weaknesses of the company
- Identify and evaluate opportunities and risks
- Reveal potentials, specify the future business model and extrapolate the mission statement of the restructured company
- Determine the necessary performance and financial measures needed for the turnaround
- Validate the turnaround concept by means of integrated multi-annual planning.
- In addition, we advise and review the content of existing restructuring reports along the lines of a "second opinion".
- Based on the plausibility check of the business model and business plan, an IBR is usually required in the international field in order to provide lenders with an independent and conceptual review of current performance and financial parameters.
- The report is similar in structure and content to the usual standard reports, but is not assigned the same legal status nationally. TMC focuses on the individually requested structure and specifies contents with the joint involvement of the recipient and management.
Typical contents of an independent business review include:
Detailed assessment of the asset, income and financial situation
Scenario calculations regarding the prospective financial status
Assessment of corporate planning from a sustainability perspective
Assessment of the market and competitive environment
SWOT analysis
When preparing the annual financial statements, the management is obliged to ensure that a going concern is guaranteed under normal economic conditions at least until the next balance sheet cut-off date. In companies where the first signs of a crisis are already palpable, TMC prepares and validates the continuation of the company on the basis of the annual financial statements.
A distinction needs to be made here between a going concern forecast under commercial law and a going concern forecast under insolvency law.
In a going concern forecast under commercial law in accordance with section 252 of the German Commercial Code (HGB), a net asset forecast for assessing solvency is performed. Additionally, it is ensured that there are debt-covering assets for the forecast period. In contrast to a going concern forecast under insolvency law, the sustainable continuation of the company is also reviewed and assessed.
A going concern forecast under insolvency law pursuant to section 19 of the German Insolvency Code (InsO) serves to answer the question of whether the supervised company is deemed to be over-indebted under insolvency law. The going concern forecast is to be regarded as a pure solvency forecast for the current and following business year.
We prepare the going concern forecast in accordance with the IDW standard and address the individual business segments that are relevant for a forecast.
The goal is to ensure continuation of the company over the long term through reorganisation. The focus is on the "right" and sustainable positioning of the company in its key markets. We develop stringent concepts and strategies for the turnaround and elaborate economically rational prospects for the future.
Financing partners often want to have a review examining the economic viability of the business model to flow into the decision to provide, maintain or extend credit lines. To this end, we prepare integrated business plans and scenario calculations or check the plausibility of existing plans. Here we access existing information or do the following:
- Derive operational planning from strategic corporate planning (clear definition of goals)
- Prepare or check the plausibility of sales, price, quantity and turnover planning on the basis of market, competition or benchmark analyses
- Determine financial planning based on the current situation
- Carry out sensitivity analyses and simulation calculations, e.g. for fluctuations in sales, prices or quantities.
Furthermore, we support the calculation and review of covenants and agreements in negotiations with capital providers.
We offer a holistic, solution-oriented advisory approach. In crisis situations, we therefore not only advise, but also support companies in the implementation of the strategies.
- We assume the task of crisis management, in particular the initiation of immediate measures
- We negotiate with capital lenders and other "stakeholders"
- We actively guide the implementation of the necessary operational restructuring measures, adopting a target-oriented and pragmatic approach. If needed, we can also assume responsibilities, taking charge as CRO, CEO or CFO, especially to build trust with the stakeholders involved or to protect the previous management from risks
- We assume the project management for the implementation of restructuring measures
- We supervise the implementation and assume control over restructuring and reporting
- We design, support and coordinate the entire M&A process in the context of a restructuring measure with our subsidiary, CVM, in close collaboration with our clients