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Transactions, Mergers and Acquisitions

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M&A advisory

Selling a company, raising investment, an acquisition – a transaction led from valuation to closing

We help owners of mid-sized companies sell all or part of their business, bring in an investor or acquire another company. The transaction is led by an experienced M&A expert – from the first conversation to signing the agreement – not by junior analysts.

When the transaction requires it, the legal side – legal due diligence, the letter of intent, the share purchase agreement – can be handled by our lawyers: attorney-at-law i advocate. We tailor the scope of support to the specific transaction.

How we help

Three types of transactions owners come to us with

We work on both the sell side and the buy side. Every transaction has a different goal, so preparation and negotiations look different.

Sell-side

Selling a company

  • Valuation and realistic price expectations
  • Preparing the company for due diligence
  • Teaser, information memorandum and buyer list
  • Negotiating the price, payment terms and the owner’s role after the transaction

When: you are planning an exit, succession or the sale of part of your shares.

Capital

Raising investment

  • A financial model and growth plan for the investor
  • Reaching industry investors and private equity / venture capital funds
  • The structure of the investor’s entry and terms of cooperation
  • Negotiations through to signing the agreement

When: the company needs capital to grow and you want to keep influence over its direction.

Buy-side

Buying and acquiring

  • Finding and assessing acquisition targets
  • Target valuation and risk analysis
  • Due diligence of the target company
  • Negotiations and a post-transaction integration plan

When: you want to grow faster by acquiring a competitor, a supplier or a company in a new market.

Company value

What raises and what lowers a company’s price

An investor pays for future, predictable profits and low risk. That’s why part of the work on the price happens long before talks with buyers.

AreaRaises valueLowers value
Financial resultsRecurring profit (EBITDA), orderly financial statements, credible forecastsUnexplained swings in results, private costs in the company, no reporting
The owner’s roleA management team that runs the company without the owner’s day-to-day involvementKey relationships and decisions solely in the owner’s hands
CustomersA diversified portfolio, long-term contractsHeavy dependence on one or a few customers
Legal mattersOrderly contracts, property rights, permits and licencesDisputes, an unclear ownership structure, tax risks
Growth potentialA clear growth plan backed by numbersNo strategy, a declining market with no plan B

What lowers value usually comes out at the due diligence stage. It’s better to sort it out earlier than to negotiate a lower price.

The M&A process

How a transaction works – 6 steps

  1. 01

    Preparation and valuation

    The owner’s goals, company valuation and a financial model. We sort out anything that could lower the price or stop the transaction.

  2. 02

    Teaser and investor list

    An anonymous teaser, an information memorandum and a list of buyers. They learn the details only after signing an NDA.

  3. 03

    Due diligence

    We coordinate the financial, legal and operational review. On the buy side, we assess the risks of the acquisition target ourselves.

  4. 04

    Negotiations

    Price, transaction structure, payment method (e.g. earn-out), security and the owner’s future role.

  5. 05

    Transaction agreements

    Letter of intent, share purchase agreement (SPA), shareholders’ agreement. When the transaction requires it – with the involvement of our lawyers.

  6. 06

    Closing and what comes next

    Closing the transaction, integration, management changes and, if needed, an interim manager for the transition period.

Why Strategy Partners

A transaction is usually an owner’s most important decision. We lead it with that in mind

01

One expert from start to finish

The person you talk to at the start leads the transaction all the way to closing.

02

Confidentiality

On request we sign an NDA before the first conversation. Investors learn the company’s name only after signing a confidentiality agreement.

03

Access to investors

Industry investors and private equity and venture capital funds – matched to your company and the goal of the transaction.

04

Preparation that protects the price

Before we show the company to buyers, we sort out anything that could lower the price at the due diligence stage.

05

Lawyers when they are needed

Strategy Partners’ attorney-at-law and advocate can prepare and negotiate the agreements – we tailor the scope to the transaction.

06

Post-transaction support

Integration, management changes and an interim manager for the transition period – if the company needs it.

M&A glossary

Terms you will hear during a transaction

No jargon: a short guide to the documents and stages you will come across when selling or buying a company.

  • TeaserAn anonymous, 1–2 page description of the company for potential investors.
  • Information memorandumA detailed description of the company, shared after signing an NDA.
  • Due diligenceThe buyer’s review of the company: finance, law, tax, operations.
  • Letter of intent (LOI)Preliminary agreement on price and terms before the final agreement.
  • SPAShare purchase agreement – the main transaction document.
  • Earn-outPart of the price paid later, depending on the company’s future results.

FAQ

Questions about selling and buying a company

The questions we hear most often from owners before the first conversation.

How long does it take to sell a company?
Usually from a few months to over a year. The time depends on how well prepared the company is, how many investors take part in the process and how complex the due diligence is. We agree the schedule at the start of the engagement.
How much is my company worth?
It depends mainly on recurring profits, growth prospects and the risks the buyer sees. We prepare the valuation in the first stage, usually using several methods (including comparables and discounted cash flow), so that price expectations are realistic before talks with investors.
Will employees and customers find out about the sale?
Not until you decide. We first show investors an anonymous teaser, and the details and the company’s name only after a non-disclosure agreement (NDA) has been signed. On request we also sign an NDA with you before the first conversation.
Do I have to leave the company after the sale?
No. The owner’s future role is one of the terms we negotiate: you can leave straight away, stay for a transition period or continue running the company. Part of the price may also depend on future results (earn-out).
Can I sell only part of my shares?
Yes. You can sell a minority or majority stake, e.g. bring in a financial investor to fund growth and decide on further steps later. The choice of structure depends on your goal.
How do I prepare my company for due diligence?
Put financial statements and reporting in order, explain one-off events in the results, tidy up contracts with key customers and suppliers, and sort out ownership and permit matters. We do this in the first stage – before buyers see the company.
Who prepares the transaction agreements?
It depends on the transaction: if legal support is needed, the letter of intent, share purchase agreement (SPA) and shareholders’ agreement can be prepared and negotiated by our lawyers – attorney-at-law i advocate. We agree the scope at the start of the engagement.
Do you also advise buyers?
Yes. We help find and assess acquisition targets, value the target, carry out due diligence, negotiate the terms and plan post-transaction integration.
How much does transaction advisory cost?
The terms depend on the type and size of the transaction. We present them after the first conversation, which is free and without obligation.

A confidential conversation about your transaction

Let’s talk about your transaction

Tell us in a few sentences whether you are thinking about selling the company, raising investment or an acquisition. We will reply within 24 hours and propose a time for a conversation.

  • The first conversation is free and without obligation.
  • Full confidentiality – on request we sign an NDA before the conversation.
  • You talk to an M&A expert, not a salesperson.
Prefer to talk? Call+48 578 020 406

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