Merger & Acquisitions

Tax planning is a cumbersome task for organizations these days. As the provisions of taxation are getting detailed and complex day-by-day, organizations are seeking specialized corporate tax advisory solutions to work out their tax structure and liability according to their business activities

We advise domestic and international companies with individually tailored M&A advice and assist them to enter into business collaborations.

We structure, execute and evaluate mergers & acquisitions, joint ventures, strategic alliances, greenfield investments and divestitures in various industries

Our services cover all phases of an M&A process from buyer and sellers perspective and comprises of wide range of services from pre deal support till completion followed by post deal integration.

  1. Efficient and viable from a commercial and financial perspective
  2. Adheres to Strategic priorities and Business Synergies
  3. Progressed with the urgency a deal often requires

We offer experienced deal structuring and financing advice at all points throughout the deal cycle and, along with our tax specialists, our transactional analysts, corporate finance and legal specialists support all aspects of transaction, working as a deals team. Our deep experience, strong international network and commercial focus allow us to add real financial value to transactions.

We deliver thorough, quantitative analysis, rigorous implementation and leading-edge structuring techniques. We help our clients:

  1. Assess and manage acquisition / merger risks
  2. Structure acquisitions to optimize net cash flows
  3. Prepare businesses for disposal
  4. Carry out pre-acquisition or pre-sale due diligence from financial and legal perspective
  5. Ensure tax compliant & efficient deal structuring
  6. Ensure that optimal tax solutions are implemented post deal
  7. M&A Advisory
  8. Transaction Support
  9. Restructuring

Buyer side advisory services

Our services cover all phases of an acquisition process. We offer following services to our client’s and support them in implementing their objectives:

  1. Defining acquisition criteria and analysis of the objectives.
  2. A complete selection of the candidates (target companies) on the basis of defined criteria’s.
  3. Analysis of candidates (target companies).
  4. Assessment of an appropriate purchasing price.
  5. The development of negotiation strategies and the conduct of negotiations.
  6. Preparation of Agreements, Contracts involving interactions External Legal Advisors.

We offer complete assistance in a strategic acquisition .We provide ranges from the market research and the definition of targets right up to conducting the negotiations, so that the success of a later integration is ensured.

Identification & Preparation

  1. Market research.
  2. Finding/Screening potential companies to acquire (Targets).
  3. Facts and figures.
  4. Preliminary Target list.

Planning & Structuring

  1. Selecting the project team members with right background and expertise.
  2. Target meetings.
  3. Finding out potential partner
  4. Develop Shortlist
  5. Deal structure

Strategic Evaluation

  1. Advantages and disadvantages of this investment.
  2. Competitive advantages
  3. Synergies and strategic fit
  4. Benefits

Financial Evaluation

  1. Confidentiality agreement.
  2. Financial data.
  3. Financial analysis.
  4. Risk analysis.
  5. Valuation & Pricing.
  6. Letter of Intent.
  7. Pre deal conditions like (purchase price)

Due Diligence

  1. Due diligence (legal, financial, tax, accounting, market, HR.).
  2. Involve sector and industry experts.
  3. Risk allocation.
  4. Legal documents to be prepared

Negotiation, Bidding & Closing

  1. Revaluation after due diligence findings
  2. Acquisition agreement.

Seller side Advisory Services.

The sale of a company is a special and unique situation for most entrepreneurs and shareholders. A discreet and personal approach is therefore an essential prerequisite for ensuring a successful sale. This success is defined by the individual interests of our clients’, which may for instance consist in maximizing the selling price, ensuring the future existence of the company, or quickly executing the sales contract.

As part of a sales assignment we provide the following services:

  1. Development of the sales strategy.
  2. Discussion and definition of the selling criteria and objectives.
  3. Company analysis and information, preparation of the sales outline and necessary sales documents.
  4. Calculation of the company value and the offer price.
  5. Definition of the target groups and market research to identify potential buyers (acquirers).
  6. Organizing and conducting the negotiations in close cooperation with the client,
  7. Coordination of the whole negotiating and selling process.
  8. Providing legal and tax advice during the preparation of the Agreements /Contracts involving external lawyers, auditors and tax advisors
Steps in Sale side advisory

Planning &Preparation

  1. Formulate sales strategy.
  2. Valuation & Pricing.
  3. Target list of potential acquirers.
  4. Prepare marketing materials (incl. offering memorandum with relevant facts and figures) for distribution to potential acquirers.

Marketing & Initial Contacts

  1. Contact potential acquirers.
  2. Sign confidentiality agreements.
  3. Distribute marketing materials to interested potential acquirers.
  4. Receive indications of interest

Meetings & Presentations

  1. Evaluate initial indications of interest.
  2. Conduct meetings with potential acquirers.
  3. Receive letters of intent

Negotiation & Closing

  1. Negotiate final terms and conditions.
  2. Prepare for final due diligence.
  3. Facilitate final legal documentation and closing

We offer our clients with the Technical issue advisory in case of M & A

  1. Deal Structure:
  2. Deal Finance structuring (Cash versus Equity):
  3. Working Capital Adjustments
  4. Escrows and Earn-Outs Management
  5. Detailed Representations and Warranties structuring
  6. Target Indemnification
  7. Liability Sharing structuring
  8. Structuring of Closing transactions