Buy-side advisory
- Limited pre-acquisition due diligence of the Target (financial, tax, legal)
- Full scope pre-acquisition due diligence (financial, tax, legal)
- Commercial due diligence
- Assistance in transaction structuring, drafting transaction documentation incl. sale purchase agreement and shareholders agreement
- Drafting/ reviewing completion accounts
- Advice on post-acquisition integration of the Target
- Agreed upon procedures
Solutions:
- Formation of structure and legal framework for the transaction that minimizes risks of default on seller’s obligations and tax expenses on financing the Target and repatriating of profits
- Proposal of amendments to the sale purchase agreement and shareholders agreement to eliminate/ mitigate risks related to the Target
- Purchase price reduction/ transaction cancellation as a result of timely risks identification and proposal of adjustments to financial indicators (Sales, EBITDA, Net profit, Net debt)
- Better assessment of ability to integrate the Target into the existing business and related costs resulting from a thorough understanding of the Target business
Sell-side advisory
- Preparation of financial model, investment memorandum, business valuation
- Vendor due diligence (financial, tax, legal)
- Organization and administration of the data room
- Assistance to the seller in the negotiation process
- Assistance in transaction structuring, drafting sale purchase agreement and shareholders agreement
Solutions:
- Recommendations for maximization of the Target value based on the vendor due diligence results and their implementation
- Staff focus on operational tasks as a result of our expertise in data room organization and administration
- Most favorable transaction terms resulting from the high profile consulting expertise of our specialists which enables us to present the Target in the most efficient way