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Transaction Services
Transaction services are critical to the success of every company sale or acquisition. In-depth analysis of a target company and deeper understanding of the business will allow an investor to make a well-informed decision, rather than having to face unexpected problems after the acquisition. On the other hand, seller can identify critical points that he can resolve prior to the actual sale. By having a transparent and open approach to potential buyers he can increase their level of trust in his company.

We build on our profound knowledge of the way companies function in transition economies to provide comprehensive due diligence of a company and identify key areas of risk that may affect its business in the future. We focus not only on the financial and legal aspects, but also on the evaluation of operations, corporate governance and management.

We also provide other transaction services (valuation, financial and tax structuring, legal support, fairness opinion and other) to our clients with the aim of assisting them on executing successful deals which would enable them long-term sustainable growth.

Our transaction services are as follows:
  • Lender or vendor due diligence, which may include::
  • Accounting – financial due diligence, with the aim of assessing the actual financial situation of the company, which often cannot be established solely on the basis of the company's financial statements. Therefore, our experts apply own methods and techniques developed in the course of due diligence procedures performed in various South Eastern European countries.
  • Tax due diligence, which includes the analysis of all elements necessary for an objective assessment of tax payments made, as well as the assessment of any potential tax obligations.
  • Business due diligence, with the focus on soft determinants which establish company’s competitive position and influence a decision to acquire an equity stake in the company. Business due diligence, therefore, includes an analysis of industry trends, including mergers and acquisitions, SWOT analysis and the assessment of company’s strategy together with the evaluation of its feasibility.
  • Legal due diligence, in the course of which our legal experts review all legal aspects of the transaction, in order to determine a level of potential legal risks for a buyer or a seller of the company.
    • Business valuation, with various scenarios and valuation methodologies, which may be relevant for the company sale or acquisition. The aim of valuation procedure is to determine negotiations’ starting points and guidelines, as well as maximum and minimum price levels for the transaction.
    • Financial and tax structuring, which is done by our financial and tax advisers, who optimise both segments of the business, following the principles of long-term sustainable development of the company and taking into consideration main risks of future operations.
    • Cost-benefit analysis of company sale/acquisition, in the context of which an analysis of synergies is done, using various assumptions on future business, which helps our clients to close transactions with the highest possible profits. This analysis focuses on main elements of value and their volatility risks in the future.
    • Preparation of legal and other documents, which includes full legal support to our clients in all phases of the transaction, as well as the preparation of legal documents, including a letter of intent and a share purchase agreement, which are drafted in accordance with best practice of developed market economies.
    • Fairness opinion, which is prepared for the purposes of analysing the price and other conditions of the transaction established during negotiations. We perform this analysis only as independent financial advisors, provided that we have not been involved in any of the phases of the transaction.

    Array
    London
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    References
    ACH d.d. (financial holding)
    Adria Mobil d.d. (mobile houses)
    Gorenje d.d. (home appliances)
    Ministry of Finance
    Petrol d.d. (energy company)
    Pivovarna Laško d.d. (brewery)
    Telekom d.d. (telecommunications)