Agent examplesCorporate development

Synergy analysis

Cost synergies sized by function from both cost bases after standalone cuts, phased, net of cost to achieve and tested against precedents. Every figure ties to its source

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XLSXDOCX15 steps

The problem

Indivior cut operating expenses by a third. Then came $125 million of merger synergies

After its own restructuring, Indivior's second quarter non-GAAP operating expenses were $112 million, against $167 million a year earlier. In August it agreed to merge with Supernus, citing about $125 million of annual cost synergies by the end of 2027. Size synergies on last year's costs and a company's own cuts count again. Buy that company and you pay for them twice

The request

Project Halyard goes to the board October 27. We're buying a private US neurology company for $1.1 billion in cash, closing in Q1: $420 million revenue, epilepsy and migraine brands, 150 reps and a plant in North Carolina. Build cost synergies by function from both cost bases on one basis: Halyard's 2026 run rate after its own restructuring this spring, not the FY25 actuals in the data room. Phase them to run rate with cost to achieve and dissynergies, base and low cases, NPV at our 9 percent hurdle, and the multiple we pay before and after synergies. Test them against Supernus and Indivior and what precedents delivered. Model and board memo. Data room and our cost base attached.

Halyard cost base FY25 and YTD.xlsx
Halyard restructuring plan 2026.pdf
Halyard headcount and territories.xlsx
Halyard sites, leases and contracts.xlsx
Our 2026 cost base and territories.xlsx

How Axe works

ApprovedChanges asked

Your reviewApprove, or say what to change

Approved or changes

Synergy model and memoModel, memo and tie out report

Final reviewApprove the revised files

Revised synergy model and memoRevised files and tie out report

Step

Set the baseline

Prompt

Sent to the model at this step

Set the base the synergies come out of: each company's 2026 run rate cost by function and cost line, on the map from the last step. Build it from 2026 actuals, annualizing the latest full quarter and adjusting for costs that fall unevenly through the year, such as bonuses, conventions and audit fees. A target that has just cut looks fattest in its last audited year, so FY25 is only the start of the walk. Take one time items out of both companies, restructuring charges, severance, deal and litigation costs, each listed with its amount and source. Then apply Halyard's 2026 restructuring plan action by action, putting each action with its function, roles, sites, savings, timing and remaining charges on a restructuring tab the synergy build checks against, so none of it is claimed again as a synergy. Savings already in the latest quarter stay as they are. Actions not yet in the run rate stay in the baseline at their current cost; show Halyard's 2026 EBITDA with and without them. Unless the purchase agreement has Halyard finish and pay for them before close, they are ours to deliver: value them on their own line, net of their remaining charges, ahead of the synergies and never inside them. Keep any program of ours already under way in our baseline and out of the synergies. Walk each company from FY25 to the 2026 run rate: FY25 cost, one time items out, restructuring savings, merit and other increases, 2026 run rate, and find the cause of any step you cannot explain. Halyard is private, so there are no listing costs on its side, but its audit, board and insurance costs are addressable. Show the addressable base by function for each company and combined, with royalties, contract manufacturer product cost, depreciation, amortization and stock comp apart, and compute each company's 2026 run rate EBITDA on the same basis.

Uses

Deal
Target cost base
Target restructuring plan
Our cost base
Cost map

Produces

Baseline

What you get back

XLSXSynergy modelBaseline, overlaps, synergies by function, precedents, phasing, cost to achieve, cases, NPV and multiples

DOCXBoard memoThe number to underwrite first, then baseline, synergies by function, phasing, precedents and risks

Tie out reportOpen items first, then every figure marked tied, corrected or open

Make it yours

Set your own functions and cost lines, your hurdle rate and phasing rules, or your board's memo format. Every step and every prompt can be edited

Customize this Agent

Opens a private copy of this Agent in your workspace, ready to adapt to your own sources

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