- Sep 7, 2024
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hey @Amma Usman @Ram Sabaratnam @Andrei Radu
I’ve got a question that might be a bit basic. I recently did a virtual assessment center with a law firm, and one of the tasks was a written exercise. We had 60 minutes to go through a 14-page document and draft a report answering four questions. It was an M&A case study where we had to advise a client on choosing between two potential target companies.
The questions focused on risks for both companies, which company to acquire, and "commercial factors." But I’m a bit confused about what "commercial factors" really mean. A lot of the points I wanted to make felt more legal—like one of the companies had IP issues, and I wasn’t sure if it was right to bring that up as a "commercial factor."
I also felt like I ended up overlapping my answers, especially when I started discussing external market-specific content in the quesiton of which company to acquire and risks. so when you’re advising on a choice like this, are you expected to bring in outside commercial knowledge, or should you stick strictly to what’s in the case study and save external factors for later?
Basically, I was blending legal and commercial factors in my answers and wasn’t sure where the line is. Could you give me some tips on what’s actually expected when they ask about "commercial factors"?
Hiya @suhana
@Andrei Radu and @Amma Usman would definitely have more to say here, but I just wanted to chime in beforehand.
I think this is a really good question. It's easy for discussions of “commercial" and "legal" factors to overlap significantly when drafting a written exercise. That said, I think the most straightforward way to conceptualise the difference is by thinking of "commercial factors" as including, more broadly, the financial, strategic, or operational implications of a business decision (whether an acquisition, a restructuring, or investment). When law firms ask applicants to discuss commercial factors, they want to see that you’re able to think about such factors when drafting your answers.
I've generally found that econ and business students are more likely to have come across the factors below, but it's worth bearing in them in mind when completing an exercise that's testing your commercial awareness. The factors below are just some of the things you'll want to think about:
1. Financial Factors
- Revenue Growth: Will the decision lead to sustainable increases in the company's income?
- Profit Margins: Does the decision help maintain or improve profitability?
- Cost Efficiency: How effectively are resources being used? Does it reduce costs or at least do the costs lead to measurable improvements in a client's operational efficiency?
- Return on Investment: Are the financial returns worth the cost and risk of the decision?
- Goal Compatibility: Does the acquisition/investment decision align with the company’s long-term goals and vision?
- Competitive Advantage: Will the business decision strengthen the company’s position in the market (e.g. allowing the client to differentiate itself)? Is the client likely to be competitive in the particular industry or will it struggle to keep up as a result of the business decision?
- Market Expansion: Does the decision create opportunities to enter new markets or grow market share in existing ones?
- Market Needs: Does the decision address current or emerging customer demands effectively?
- Opportunity Cost: If you advise the client to pursue one option over another, what other opportunities are being foregone, and is this preferred decision the best use of resources by comparison?
- Timing: Is the decision being made at the right time to maximise impact or capitalise on opportunities?
- Scalability: Can the decision be scaled up effectively if needed?
- Efficiency Gains: Does the business decision streamline processes or improve productivity?
- Integration Feasibility: If it involves merging or acquiring, how easily can the new entity be integrated?
- Risk Mitigation: How well does the decision anticipate and address potential challenges?
- Employee and Cultural Impact: Does the decision improve employee satisfaction, retention, or productivity? Are there cultural tensions that emerge as a result of the merger/acquisition that might need to be addressed?
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