transaction advisory (M&A)
The frequency of our transaction advisory services
Ownership changes and restructurings are an integral part of business cycles, but unlike other business activities, they are much more complex and occur much less frequently. Therefore, their full implementation requires a wide scope of expert knowledge of the financial, legal, tax and other aspects of business. The success of such a transaction greatly depends on understanding the transaction process, understanding the counterparty’s expectations, and particularly understanding the subjective and objective elements determining the value of the transacted company or asset.
For this reason, experience in and knowledge of the transaction process, as well as success in communicating the value of the subject of the transaction between the parties to the transaction are of key importance, because the transaction will occur only if the value perceived by the buyer matches that perceived by the seller. It is this very gap we help our clients bridge with the help of our advisory services.
For numerous reasons almost 90% of all ownership transactions end in failures. We are here to ensure you do not become part of this negative statistic.
What services do we provide?
I) M&A ADVISORY
Selling or acquiring a company, a minority share package, business division or just assets through acquisition or merger are among the most demanding strategic decisions you may have to make as a company owner or manager. Regardless of whether you are the seller or the buyer, you are facing a complex and structured process through which our team knows how and can guide you from the beginning of the transaction to its closure.
Whether you are running a start-up or a mature company, a small or medium enterprise (SME), a public joint-stock or a private company, we are ready to help you and make the sale or acquisition process expedient, low costing and, eventually, successful.
- SELL-SIDE ADVISORY
Selling a business is exceptionally complex and for owners it is also the most stressful part of the entrepreneurial cycle, which many never or rarely need to deal with. Our experience and knowledge allow us to act as guides though this complex and lengthy process – thereby protecting your interests and maximising your benefits.
Our team of experts follows you conscientiously throughout the sale process – from the very preparing of the transaction process, which includes the preparation of the transaction rules and financial model, analysis of the company historical and future performance, creation of sale information materials – teasers and information memorandum, organisation of the data room, conducting company valuation, finding the buyer/investor; all the way to negotiations and a successful transaction closure.
As members of various international associations of investors and business brokers, we assist in identifying your company buyers, while also providing you with the reliable transaction financing and, eventually, maximising the deal value, i.e., transaction price.
- BUY-SIDE ADVISORY
Acquiring a company is a process even more complex than selling one, as it includes additional risks resulting from not being familiar with the target company, which makes the possibility of measuring the acquisition benefits significantly harder.
As your guides and advisors, our team will help you find and valuate ideal acquisition targets, establish and quantify possible synergies, prepare transaction documents – from preparing the letter of intent, all the way to drafting the transaction term-sheet. Furthermore, we participate in negotiations with the seller, aimed to agreeing the acquisition terms, perform financial and tax due diligence, and participate in closing the very transaction.
We readily engage in your transaction aiming to assist you in making complex strategic decisions such as company acquisition – minimising the potential risks, and, at the same time, making the process of acquisition of or merger with the target company smoother and safer for you.
As reliable connoisseurs of local circumstances and business intermediaries, we help you with identifying adequate acquisition targets matching your investment profile and needs. Where the target is already known, we help you in successfully closing the very transaction.
II) OTHER TRANSACTION SERVICES
Other transaction services we provide include:
- VALUATION – We enable you to learn the value of the company that you are selling or acquiring, in order for you to make the optimal business decisions.
- FINANCIAL DUE DILIGENCE – We enable you to gain a better insight into the financial aspects of the target company operations, for you to learn potential risks in time, discover hidden opportunities or quantify possible synergies.
- FAMILY BUSINESS TRANSFER – We help you to prepare the company in time and in the proper way for the transfer of the business to younger generations without causing frictions in the business processes.
- CONDUCTING COMPANY STATUS CHANGES (DIVISION, MERGER OR CARVE-OUT) – We help you with the implementation of your ideas in relation to ownership transformations, by guiding you through various business combination processes while at the same time ensuring legality and court registry prudence.
- POST-MERGER INTEGRATION – We guide you through the exceptionally challenging procedure of integration of the newly acquired or newly merged operations with existing ones, preventing you to experience the infamous "band-aid fix".
Besides financial due diligence, together with our partners we also provide tax and legal due diligences of the target company or an asset.
Gain a better insight into the target company
Due diligence is an interdisciplinary activity aimed at gaining possible insight into the operations of the company that is to be acquired, in order to learn its potential risks, discover hidden opportunities or quantify possible synergies.
- Analysis of the Balance Sheet and Profit & Loss Account items
- Cash Flow Analysis
- Analysis of all contracts in force
- Internal Control System Analysis
- Analysis of transactions with related companies
This is an important step for both the buyer and the seller, in order to correctly price the target in advance, as well as to avoid “surprises” after closing the transaction.