Mergers and acquisitions
Mergers and acquisitions are complex processes that consist of different phases: valuing the business, holding negotiations, conducting a due diligence investigation and completion of the transaction to the satisfaction of all parties. Mon3aan Corporate & Finance can support you with all aspects of a merger or acquisition.
FASES
Valuation of the business
We have the know-how to determine the value of a business based on various valuation methods, putting you in an optimal position to start negotiations. Once the broad outlines of the transaction have been determined, the parties can sign a binding or non-binding letter of intent so that the due diligence investigation can begin.
Due diligence investigation
A due diligence investigation identifies all the risks of a business and checks whether the information provided by the seller is correct. Conducting a financial audit is extremely important for the transaction and constitutes the basis of further negotiations. This is because any risks will need to be covered in the ‘representations and warranties’, so that the parties concerned will not be faced with unpleasant surprises later on.
Completion
Once the due diligence investigation has been successfully completed, the transaction can start to take shape: will you opt for a merger, partial demerger, share deal or asset deal? You don’t need to worry about the whole range of formalities – including legal ones – that need to be fulfilled. Mon3aan Corporate & Finance can deal with all of them and finalize the transaction for you.
We take care of the following:
- writing or checking the letter of intent (LOI);
- conducting or supporting the due diligence investigation;
- working out the details of a merger or demerger: issuing a merger or demerger proposal, drawing up a demerger balance, providing support with the auditor’s report and with the issuing of the deed for the merger, etc.;
- writing or checking the contract for the sale of shares or assets;
- fulfilling the necessary formalities after the transaction (dismissing the board, moving the registered office, etc.).
Example of how a business acquisition might proceed
If an entrepreneur wants to cease their activities, we look for the most attractive solution: selling shares (a share deal) or selling assets (an asset deal). If you choose a share deal, for example, we start by valuing the shares, identifying any business risks, analyzing opportunities, and so on. Once the parties have reached an agreement in principle, an LOI is drawn up. Then the due diligence investigation begins.
If the seller has any questions, we provide the necessary explanations and take the burden off the seller’s shoulders in that respect. Then we draw up all the necessary transaction documents. Our task is only done when the entire transaction is complete.
