Deal Advice

Determining expert

As a joint expert appointed by the parties in a share purchase agreement, we provide unbiased opinions on specific financial issues. Our work typically covers analysis of completion accounts and earn-out clauses, identification of one-off and non-recurring items, accounting irregularities, asset valuation, determination of option exercise prices and assessment of damages arising from breach of warranties and representations. We identify and analyse relevant source documents and provide opinions.

Transaction valuations

Transaction valuation determines the value of a company or asset being bought or sold. It considers historical financial performance, the competitive landscape, industry trends and market conditions. Valuations may use discounted cash flow analysis, market multiples or asset-based approaches. A valuation based on substantiated assumptions supports buyers and sellers in negotiating the transaction price.

Negotiation support

Analysis of the key components of transaction value, including the bridge from enterprise value to equity value. Support in discussions on valuation and pricing mechanisms (Locked Box and Closing Accounts), factors affecting the final price - such as net debt, working capital and non-operating assets - and the payment schedule, including earn-out terms.

Fairness Opinions

Fairness Opinions provide an independent and objective assessment of planned transaction terms from the financial standpoint of shareholders as a whole. They are used in transactions including minority shareholder squeeze-outs, offers to buy shares and leveraged buyouts where there is a potential conflict of interest. Based on financial and economic data, the opinion helps boards and other decision-makers assess whether a proposed transaction is in the interests of the company and its stakeholders.

Deal Advice

Determining expert

Transaction valuations

Negotiation support

Fairness Opinions

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