Dedicated European M&A advisory
Palladium Capital’s M&A advisory practice comprises an experienced team with significant M&A transaction expertise, deep sector know-how and local presence across Europe.
We provide advice on mergers, acquisitions, leveraged buy-outs, sales, divestitures, joint ventures and other restructurings.
Typical M&A scenarios
- Market consolidation
- Access to new markets and technologies
- Leveraged buy-outs / private equity acquisitions
- Exit realization for family owned businesses or private equity investors
- Restructuring of asset base and divestiture of non-core or under-performing assets
As buy-side M&A advisor, Palladium Capital evaluates potential targets, advises on strategy, timing, valuation, structure and terms negotiation up to the closing of a transaction:
- Preparation: target screening and preparation of target profiles, review and selection of suitable targets, agree on execution strategy
- Engagement of targets: initiate dialogue with targets, engage shareholders / management to enter into a transaction
- Assessment: confidentiality agreement, advise on target assessment / analysis, advise on target valuation
- Negotiation: advise on term sheet / LOI negotiation and preparation
- Due diligence: coordinate DD process, advise on post DD negotiations, final valuation, detailed transaction structure
- Closing: coordinate and advise on SPA negotiation, coordinate regulatory approval process, monitoring of closing process
- Target relationship management and facilitation of transaction process
The sale process takes into consideration the specifics of the company and is determined by market dynamics, the objectives of the seller as well as the number and class of potential buyers. The three types of sale processes are broad auctions, targeted auctions and negotiated sales.
An auction enables a competitive negotiation environment, including a bidding process. This enables the seller to achieve an attractive valuation and favorable contractual terms for the sale of a business. Depending on the universe of potential buyers a business will attract, a broad or targeted auction can be conducted.
A negotiated sale involves usually just one or two buyers. It is most appropriate when there is a clear buyer and speed of execution, as well as confidentiality, are a priority. Typically, the buyer is a strategic acquirer that expects to realize substantial synergies in the combined business. The ability to show a viable alternative is of importance for achieving favorable sale terms.
Palladium Capital’s added value
- Create viable options (engagement of buyers) and a competitive negotiation / bidding environment
- Advise on the negotiation of favorable terms (LOI / investment agreement)
- Manage the sale process
- Advise on valuation and deal structure
- Prepare documentation (teaser, confidentiality agreement, IM, valuation analysis)