According to the release of KPMG, dated the 1st of September, analysts predicted that the desire and capacity for M&A transactions among the largest companies of the world would increase over the next 12 months.
Due diligence is often considered to be crucial to the success of a deal. In any case, it is at least a very important part of a transaction. Data room is a necessary tool for due diligence. The main function of this tool is to facilitate access and use of the data in M&A transactions, and this sharing of corporate documents must be done in an extremely secure way, of course. Physical data rooms played this role before the Digital Age, and virtual data rooms (VDRs) come to the leadership nowadays. VDR is IT-based due diligence tool, which provides many advantages, to compare with the physical rooms.
Virtual data room exists online, not inside any physical walls in some physical place, therefore classic burglar can do nothing with it. Even if a burglar has stolen the IT device (notebook, smartphone or something other) of the person who is a user of virtual data room, the documents in VDR are still unreachable for that criminal, while the user applies 2-step verification: multi-factor authentications, which consists of not only the password entering, but also of randomly generated code sent to another device of the user. This method makes the theft or loss of the IT device not more dangerous in regard of the VDR secret content, than a veggie in regard to cattle.
Moreover, it is impossible to hack 256-Bit SSL Encryption, used by some providers of VDR, and watermarking is a great help for security, too.
The list of a VDR advantages, over the physical data room, depends on the position in a transaction: are you a Buyer or a Seller?
For a Buyer, the main advantages are:
- cost savings (travel, hotel and person-to-person meetings costs are reduced);
- time savings (due to the travel time savings, as well as the flexibility of the access time);
- transparency among the sides of a deal.
For a Seller, the main advantages are:
- cost savings;
- time savings;
- simplicity of use;
- competitive price (VDR gives the possibility to increase the number of potential buyers significantly);
- legal compliance is easier;
- security level is higher.
Sure, disadvantages are also present in the using of VDR. Lots of features yet to be implemented, and they are being implemented constantly, just while you are reading this, they are implemented according the tasks of customers. Nothing is perfect: neither VDRs, nor their providers, and users. However, strategically, globally, the main disadvantage of VDR is a relatively insufficient publicity of this tool and, accordingly, less significant role in business than VDR deserves.