Mergers and Acquisitions - M&A
Prospecting/Study
Identification of Target/Target Company;
Initial Valuation;
Preparation of teaser and information memorandum
Identification of potential investors;
Negotiation with potential investors;
Letters of Intent (LOI) (*);
Preparation of Memorandum of Understanding (MOU) (*).
Due diligence
Accounting, financial, tax, labor and social security due diligence;
Data room preparation and monitoring;
Assessment of the loss prognosis of unmaterialized tax, labor and social security risks detected in the due diligence (*);
Identification / validation of improvements in operations and opportunities to improve the Company's value;
Final Valuation;
Acquisition structure.
Signature and Closing
Negotiation of due diligence results;
Preparation of the Purchase and Sale Agreement (SPA), Shareholders' Agreement, Bylaws, etc (*);
Signing of contracts (*).
Integration/Post-acquisition
Post-acquisition integration assistance;
Preparation of a 100-day plan
;
Assistance in mitigating risks identified during due diligence;
Identification of post-acquisition opportunities and synergies.
Considering that these works involve legal analysis, they will be performed by external legal advisors.
Our Services in M&A
Transaction and Due Diligence Advice
Accounting, financial, tax and labor due diligence for financial or strategic investors or buyers;
We are a family owned and operated business.
Sell side due diligence/accounting, financial, tax and labor diagnostics for shareholders, quotaholders and management;
We are a family owned and operated business.
Preparation and/or validation of cash flow;
We are a family owned and operated business.
Closing balance procedures;
We are a family owned and operated business.
Procedures for determining opening balance balances - open balance.
Tax Structuring, Model Review and "SPA"
Review of tax impacts on the acquisition's corporate structure;
We are a family owned and operated business.
Review of accounting and tax impacts on the financial model;
We are a family owned and operated business.
Review of accounting, financial and tax clauses in the SPA - Share Purchase Agreement.
Post-Acquisition Services (Post-Deal)
Post-acquisition integration assistance;
We are a family owned and operated business.
Preparation of a 100-day plan;
We are a family owned and operated business.
Assistance in mitigating risks identified during due diligence;
We are a family owned and operated business.
Identification of post-acquisition opportunities and synergies.