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.