Derek Townsend

Derek is a Partner in PwC’s Advisory practice. He has over 20 years of transaction consulting experience specializing in pre-deal due diligence, synergy analysis, carve-out analysis, merger integration and separation in Consumer Markets and Industrial Products & Services industries. Derek leverages his deep expertise across the deal continuum and knowledge of information technology and operations to identify key deal issues, propose recommendations for improvement, quantify the impact, plan the required initiative and execute the corrective action. Derek has applied his skills to support both Private Equity and Corporate clients in their most complex transactions as well as assisting them in developing internal expertise for future acquisitions. Areas of expertise include:​

• Due Diligence: Led over 500 pre-deal due diligence reviews focused on carve-out and IT/operations across multiple transaction types across multiple sectors. Key areas of analysis included understanding entanglements with seller, allocations for the shared services, costs required to operate those services on a stand-alone basis, system implications, and one-time costs required to complete the separation.​
• Separation and Stand Up: Led the validation of stand-alone and one-time costs, Transition Services Agreement (TSA) development, and separation planning/execution for multiple carve-out transactions. Key areas of analysis included confirmatory due diligence procedures, identification and negotiation of scope of services/duration/cost for transition services, understanding impact of global (multi-jurisdictional) requirements for closing, detailed separation planning by function, and support of execution.​
• M&A Integration: Led multiple acquisition integrations focused on clean room synergy identification and validation, target operating model (TOM)development for the combined entity, detailed planning and execution of cross functional integration plans. Key challenges faced included managing and supporting anti-trust filings required for sign off of transaction; global integration of a carved out entity with no TSA in less than 12 months, simultaneous integration of multiple targets acquired at the same time; acquisition of a larger entity by a smaller entity; and acquisition of a native e-commerce retailer by a brick and mortar retailer looking to expand their presence on-line and drive omnichannel benefits.​
• JV / Alliances: Led multiple transactions where the buyer received majority ownership (i.e., greater than 50%) and the seller retained a minority ownerships take to help drive a mutually beneficial valuation, facilitate a smooth carve-out process (where required) and provide both entities with upside potential from the investment. Key areas of analysis included performing stand-alone analyses in cases where one or both sides of the transactions were carve-outs, performing synergy analyses from combining the two organizations, and defining ongoing commercial relationships between the two entities given the structure of the transaction.​
• Divestiture: Led multiple sell-side programs focused on understanding the perimeter of the transaction, quantifying value implications associated with carving out a piece of the business, and identifying long lead time separation initiatives that would impact the timing of the transaction and potential need fora TSA to maintain business continuity during a transition. Key areas of analysis include stand-alone estimates, separation strategy, and TSA development.​

Derek has an undergraduate degree in accounting from Georgetown University and earned an MBA from Kellogg School of Management.​