Structuring

Andersen experts help design the optimal deal structure and provide effective transactions. We help clients plan a transaction considering various factors, including tax, legal, accounting, and regulatory issues, to best fit the client’s interests. When planning the structure of the transaction, our experts consider:

• Pros and cons for different acquisition structures;
• Financing of the transaction;
• Taxes and allocation of tax risk;
• Avoidance of withholding tax leakages on dividends and interest;
• Post-closing legal and tax.

Due diligence

Andersen provides clients with comprehensive support in planning and implementing due diligence, realistically assessing the risks and opportunities. We provide clients with tax, financial and legal due diligence. The analysis can include asset standing and financial results, cash flow, market position, tax risks, personnel situation, and legal issues depending on a given case.

Services:

• Acquisition (buy-side) due diligence
• Vendor due diligence
• Vendor assistance services
• Commercial due diligence
• Operational due diligence

Post-transaction services

Once implemented, all transactions raise complex issues that pose risks and provide opportunities. Andersen assists clients in integrating the acquired business on all ongoing aspects regarding the acquisition, which may involve tax, accounting, regulatory, and various legal aspects. We help clients integrate the business into their existing operations and culture and fully realize the anticipated post-transaction synergies. We also advise and represent our clients in all disputes which may arise concerning transactions.

Mergers & Acquisitions

Andersen M&A team provides integrated, practical, and tailored services combined with international and local expertise, excellent sector knowledge, commercial experience, and unique transactional structuring. The team works hand-in-hand with our tax, legal, finance, and commercial specialists to address all tax, legal and regulatory implications of a transaction to minimize clients’ business risk. We guide clients through all stages of their transactions, from deal structuring, negotiation to closing and post-transaction restructuring and integration.

Services:

• Public and private M&A
• Divisional or asset sales
• Distressed company deals through bankruptcy or other structures
• Cross-border transactions
• Various joint ventures and strategic alliances
• Post-merger integration

Negotiations and transaction documents

Andersen expert team drafts and negotiates transaction agreements, resolutions, and other necessary documentation to execute a transaction in the client’s best interest. When negotiating and drafting transaction documents, our experts:

• Consider the commercial side of a deal;
• Rely on tried and tested approaches to guarantee the best protection of the client’s interests and risks associated with the transaction;
• Define focus areas for negotiations by prioritizing goals, thus rendering time spent on negotiations more efficiently;
• Apply soft skills so that relations with other parties involved are always maintained as the client prefers;
• Draft Share or Asset Purchase Agreement, Shareholders Agreement, Articles of Association, and other supporting transaction agreements;
• Assist with acquisition clearances.