business sales / acquisition

business sales

Acting for shareholders of the business we are running comprehensive process of sales of their business – from finding appropriate investor to deal closing. Most often transaction involves sale of 100% of shares or majority stake, alternatively: enterprise or its assets and consists in following stages:

  1. preparatory work before the transaction
    We understand the investor’s point of view well and know what is important to him when buying a business; proper company preparation is crucial to the success of the transaction. Within the preparation stage:
    – we get to know the business, analyze its financial, legal and operational situation to best present its advantages and solve problems in advance as problems identified later by the buyer can significantly reduce the sale price,
    – we prepare documentation for investors, properly presenting the position of business and its development prospects,
    – we prepare the financial model and development projections together with financial forecasts,
    – we are preparing a business valuation that is a substantive starting point for talks with investors about the terms of the transaction.
  2. contact with investors
    We contact a selected group of potential investors, the most relevant to a given transaction – at this stage there are company presentations, investors’ meetings with shareholders and the company’s management board, obtaining additional information by investors.
  3. initial offering and negotiations
    After getting acquainted with the business, investors present initial offers, based on which we select the final entities for the next stage of the transaction.
  4. due diligence
    Selected investors are interested in thorough examination of the company’s legal, financial, tax and business situation. We supervise and coordinate the process to make it run smoothly. We communicate with investors within a defined time frame.
  5. transaction documentation and closing
    After confirming the best offer, we prepare a complete set of legal documentation related to the transaction, we offer full support in its negotiations and we manage the process until closing.

Effects of our work:
– maximizing the price – due to proper process management and contacts with appropriate range of investors we obtain the highest possible business valuation,
– efficiency – we conduct the transaction in a disciplined manner, which results in the shortest possible time of its closing and at the initial stage we eliminate unreliable / dishonest investors,
– confidentiality – thanks to a disciplined approach, information about the ongoing process is kept within defined, small group of people,
– legal security of the seller – extensive legal experience in M&A transactions allows us to minimize the legal risk of the seller after closing, in particular to limit the risk of the buyer’s claims against the seller, members of company’s bodies or other stakeholders.

 

business acquisition

Acting for investors – industrial, financial or individual – we run acquisition processes in accordance with the buyer’s criteria. We screen market and industry, find the right entities, prepare complete legal documentation of transaction (initial offers, letters of intent, term sheets, purchase and shareholders agreements) and negotiate the terms of the transaction.
Optionally, we carry out financial, legal and market due diligence, prepare a financial model, financial projections and company valuation, help structure transactions (price, payment methods and conditions, sources of financing) and negotiating their terms, we can as well help the investor arrange acquisition financing. We can also prepare a post-merger integration plan (PMI) that defines changes to be carried out in the business after the takeover, activities that maximize the benefits of buying a business for the buyer. At the investor’s request, we then supervise progress in its implementation.


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