Successful execution of the deal and delivering the intended expected value depend on the agreed objectives being effectively and robustly documented in the Sale and Purchase agreement ('SPA').
A key part of this is making sure that the contractual calculation of the price works as intended, and addresses matters identified in due diligence. Whether this involves a locked box, completion accounts, an earn-out mechanism, or a hybrid of these, a significant amount of deal value could depend on the mechanism.
Our specialist team, comprising experienced deal negotiators, due diligence specialists, forensic accounting and dispute resolution experts, brings a strong blend of experience of every aspect of the process. Experience that comes from:
- Structuring thousands of SPAs over the last two decades,
- Supporting hundreds of clients through completion and execution of their deals, and
- Helping numerous clients to resolve complex transactions and price disputes.
We deploy this knowledge with a simple aim: to drive better value deals for our clients, and to deliver robust agreements that ensure the price agreed is the price paid. Our record speaks for itself: over 15 years, we have delivered in excess of $1 billion of negotiated additional value to our clients.
We work with a wide range of organisations, including large and small businesses, and private equity investors, supporting clients from initial price structuring conversations, through to the final payment of consideration.
- Price structuring advice
- Agreement vetting and drafting support
- Locked Box papers
- Pre-signing negotiation support
- Leakage reviews
- Completion accounts preparation and review
- Post-close negotiation support.