Lawyers
Corporate Advisory
The shape of a deal.
Every transaction is different but almost every well-run transaction has the same shape. Knowing the stages and what each one is for is half the battle. Here is how a typical sell-side engagement unfolds. Buy-side and succession engagements follow the same logic in a different order.
Every transaction is different but almost every well-run transaction has the same shape. Knowing the stages and what each one is for is half the battle. Here is how a typical sell-side engagement unfolds. Buy-side and succession engagements follow the same logic in a different order.
01
Orientation
Orientation
A confidential conversation about what you want, what the business is, and whether a transaction is the right instrument for it. We form a preliminary view on readiness, likely counterparties and realistic outcomes and tell you honestly if the answer is “not yet” or “not this way”.
A confidential conversation about what you want, what the business is, and whether a transaction is the right instrument for it. We form a preliminary view on readiness, likely counterparties and realistic outcomes and tell you honestly if the answer is “not yet” or “not this way”.
02
Preparation
Preparation
The business gets transaction-ready: financial information organised and defensible, the operating story framed, structure and housekeeping issues surfaced early with your legal and tax advisers rather than discovered late by a buyer. This stage repays itself many times over.
The business gets transaction-ready: financial information organised and defensible, the operating story framed, structure and housekeeping issues surfaced early with your legal and tax advisers rather than discovered late by a buyer. This stage repays itself many times over.
03
Approach
Approach
The opportunity goes to the right counterparties in the right sequence, under confidentiality, with the information flow controlled. The aim is genuine engagement from parties who can transact.
The opportunity goes to the right counterparties in the right sequence, under confidentiality, with the information flow controlled. The aim is genuine engagement from parties who can transact.
04
Negotiation and terms
Negotiation and terms
Indicative offers become negotiated headline terms: price, structure, conditions, timing, your role afterwards. This is where our commercial advice and judgement earns its keep, what to concede, what to hold, and when the deal on the table is as good as the process will produce.
Indicative offers become negotiated headline terms: price, structure, conditions, timing, your role afterwards. This is where our commercial advice and judgement earns its keep, what to concede, what to hold, and when the deal on the table is as good as the process will produce.
05
Diligence and documents
Diligence and documents
The buyer verifies and the lawyers document. Our job is to keep the agreed deal intact through both coordinating workstreams, managing the late-stage pressure points, and most importantly making sure “subject to due diligence” doesn’t quietly become a renegotiation.
The buyer verifies and the lawyers document. Our job is to keep the agreed deal intact through both coordinating workstreams, managing the late-stage pressure points, and most importantly making sure “subject to due diligence” doesn’t quietly become a renegotiation.
06
Completion and beyond
Completion and beyond
Funds flow, control passes, and the transition terms you negotiated months earlier become daily reality. We stay engaged through completion mechanics and handover, because a deal isn’t done when it signs, it is done when it settles.
Funds flow, control passes, and the transition terms you negotiated months earlier become daily reality. We stay engaged through completion mechanics and handover, because a deal isn’t done when it signs, it is done when it settles.
Six to twelve months, prepared.
A prepared business with a clear process typically runs from approach to completion in six to twelve months. Preparation can add time up front and save multiples of it later.
Most of the value is created before the process starts.
By the time a business goes to market the price is largely already set. The work that moves it happens in the year before.
Transaction readiness
Start at stage one, with a conversation.
The first conversation is confidential, without obligation, and usually the most valuable hour of the process.