Üsküdar Capital

SERVICE AREA

Mergers and Acquisitions

In a merger or an acquisition, the outcome is decided less by the transaction than by the preparation for it. On either side of the table, talks do not move until there is common ground where both parties' expectations meet financial reality. We work across strategy, due diligence and negotiation.

Financial Structuring and Strategy

We give management a strategic footing by taking the company's current financial structure, the balance of its obligations and its cash flow discipline, and weighing them against its goals.

Current Position and Obligation Analysis
Setting out the financial picture by assessing the balance sheet, the maturity profile of the debt and the cash flow together.
Scenario-Based Structuring
Modelling the effects of several financial options side by side and giving management a comparable picture.
Strategy Report
Turning the results of the analysis into a report where management can see its order of priorities and the effects of acting on them at a glance.

Acquisitions and Partner Sourcing

On the buy side or the sell side, we manage the process from the review of the target company through to the close of negotiations.

Due Diligence Management
Planning and running the financial, legal and operational analysis of the target company, and assessing the findings.
Company Valuation and Price Expectations
Valuing the company in question and working through the parties' price expectations on the basis of that valuation.
Identifying Potential Investors and Partners
Identifying potential parties in a search for a strategic or financial partner, and conducting the preliminary talks.
Data Room and Process Management
Organising the information to be shared in a data room and running the review process on a confidential basis.
Share Sale and Transfer Agreement
Reviewing the share sale or transfer agreement and managing the signing process.

Mergers and Demergers

Designing and running the structure where group companies are merged, or an activity is moved into a separate legal entity.

Designing the Structure
Assessing which method the merger or demerger will use, together with its effects on the shareholding structure and on the integrity of the business.
Setting the Exchange Ratios
Calculating share exchange ratios from the valuations of the companies party to the merger.
Process and Stakeholder Coordination
Running the flow between the independent audit, the law firm and, where needed, the appraisal companies, and following the official processes.
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