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M&A

Strategic decisions.
Rigorous execution.
Transactions built to create value.

Veridis Corporate Finance advises shareholders, companies, family-owned businesses, corporates and investors on acquisitions, divestitures, mergers and strategic transactions. We combine financial analysis, market intelligence, transaction structuring and negotiation from strategic definition through signing and closing.

Discuss a transaction →
M&A Capabilities

Advice across the
transaction lifecycle.

Our M&A practice combines strategic assessment, valuation, transaction design and disciplined execution across five core areas.

01

Sell-Side Advisory

Advising shareholders and companies on full or partial divestitures, from transaction preparation and positioning through buyer engagement, negotiation and closing.

02

Buy-Side Advisory

Supporting strategic and financial buyers in identifying, evaluating, structuring and executing acquisitions.

03

Valuation & Fairness Opinions

Financial analysis supporting corporate decisions, negotiations and transactions through rigorous valuation methodologies and, where appropriate, financial reasonableness and fairness analysis.

04

Strategic Transactions

Advising on mergers, business combinations, partner entry and other transactions involving ownership, assets, capabilities or strategic platforms.

05

Transaction Structuring

Evaluating the economic and contractual mechanics that determine how value and risk are allocated between parties.

Transaction Advisory

Different objectives.
One disciplined transaction process.

Sell-Side

We advise shareholders and companies considering the full or partial sale of a business. Our role is to prepare the company, define the transaction strategy and manage a controlled process designed to preserve confidentiality, support valuation and create competitive tension where appropriate.

  • Transaction readiness and strategic preparation
  • Valuation and price expectations
  • Teaser and Information Memorandum
  • Buyer universe development and prioritisation
  • NDA management and counterparty approach
  • Data room and due diligence coordination
  • Evaluation and comparison of offers
  • LOI and SPA economic considerations
  • Negotiation support
  • Signing and closing
Prepare → Position → Approach → Negotiate → Close

Buy-Side

We advise companies, strategic buyers and investors evaluating acquisition opportunities. Our approach combines strategic rationale, valuation discipline and risk analysis to assess not only what a target is worth, but what value the transaction can create for the buyer.

  • Acquisition criteria and investment rationale
  • Target screening and identification
  • Strategic and financial analysis
  • Target valuation
  • Synergy assessment
  • Target price and walk-away price
  • Offer preparation and negotiation
  • Due diligence coordination
  • Acquisition structure
  • Negotiation and closing support
Screen → Evaluate → Value → Structure → Execute
Valuation & Deal Economics

Price is only one
part of value.

A transaction cannot be assessed through headline valuation alone. We analyse the value of the underlying business, the assumptions supporting that value and the economic mechanics that ultimately determine what each party receives — and what risks each party retains.

Valuation

Depending on the transaction, our analysis may incorporate:

Discounted Cash FlowValue derived from the expected cash-generating capacity of the business.
Trading ComparablesMarket valuation benchmarks derived from relevant listed companies.
Precedent TransactionsObserved valuation parameters from comparable transactions.
Scenario & SensitivityAssessment of value under different operating, financial and market assumptions.
Control & SynergiesAnalysis of ownership control and identifiable transaction-specific value.

Deal Economics

The economic outcome of a transaction depends not only on enterprise value or equity value, but also on the mechanisms through which price, risk and consideration are determined.

Price AdjustmentsMechanisms that reconcile agreed headline value with transaction-date economics.
Locked-Box / CompletionAlternative mechanisms for determining final equity consideration.
Earn-Outs & EscrowsStructures affecting deferred consideration and risk allocation.
R&W / ConditionsEconomic implications of representations, warranties and conditions precedent.
Payment StructuresAssessment of consideration mechanics and allocation of risk between parties.
Enterprise ValueEquity ValueConsiderationRisk
Execution Framework

A process designed
to protect value.

Every mandate begins with an assessment of the opportunity, the client's objectives, principal risks and transaction feasibility. From that assessment, we define the execution strategy appropriate to the circumstances.

01

Understand

Define shareholder or buyer objectives, transaction context, timing and principal constraints.

02

Value

Develop an objective view through financial analysis, sector benchmarks and relevant transaction evidence.

03

Design

Define the transaction process — competitive, bilateral or otherwise tailored to the mandate.

04

Execute

Prepare transaction materials, coordinate information, manage counterparties and maintain process discipline.

05

Negotiate

Assess offers and structures to support decisions on price, risk and contractual economics.

06

Close

Coordinate with legal, tax and other specialist advisers through signing and closing.

Financial Rigor

Analysis behind
the transaction.

Transaction decisions require more than a valuation range. Our analysis focuses on the financial drivers that can materially affect value, price and transaction risk.

Valuation Analysis

Financial statements & cash flow
Cost of capital
Growth assumptions
Valuation sensitivities
Trading comparables
Precedent transactions

Transaction Diligence

Quality of EBITDA
Working capital
Financial indebtedness
Contingencies
Potential unrecorded liabilities
Transaction economics
Enterprise ValueEquity ValueConsiderationRisk
Corporate skyline and business district
Transaction Contexts

M&A begins with
a strategic question.

Full or Partial Divestiture

Liquidity, succession, portfolio priorities or a change in ownership.

Strategic Acquisition

Inorganic growth, market entry, capabilities or consolidation.

Merger or Business Combination

Combining businesses, assets or platforms to create greater value.

Partner or Investor Entry

Introducing additional capital, capabilities or ownership into the business.

Ownership Reorganisation

Changes to ownership, assets or corporate structure driven by a transaction.

Cross-Border Transaction

Different jurisdictions, counterparties, market dynamics and execution requirements.

Who We Advise

Advice aligned with
the decision-maker.

01

Shareholders & Family-Owned Businesses

Ownership transitions, divestitures, acquisitions and strategic combinations.

02

Mid-Market Corporates

Strategic acquisitions, divestitures and corporate transactions.

03

Strategic Buyers

Target identification, valuation, structuring and execution.

04

Financial Sponsors & Investors

Acquisition, investment and transaction analysis.

Mandate Readiness

The starting point determines
the work required.

Every M&A mandate begins with an assessment of the information available and the company's level of transaction readiness. A business that is already prepared for execution requires a different scope from one that first needs financial reconstruction, verification, modelling or transaction preparation.

R1 · Execution-Ready

Ready to transact.

Financial and operating information is sufficiently complete, reliable and structured to support valuation, transaction design and execution.

Analysis → Valuation → Process Preparation → Execution
R2 · Preparation Required

Information exists, but preparation is material.

The mandate may first require verification, reconciliation, EBITDA normalisation, projections, working-capital or net-debt analysis, modelling, transaction materials or data-room preparation.

Validate → Normalise → Model → Prepare → Execute
R3 · Diagnostic Required

The transaction cannot yet be defined reliably.

Where the available information does not yet support a credible view of value, transaction structure or execution strategy, a diagnostic or readiness phase may precede the execution mandate.

Diagnose → Develop Information → Define Alternatives → Mandate
Engagement Economics

Scope, readiness, complexity and execution requirements determine the economics of the mandate. Where applicable, outcome-based compensation remunerates a successful outcome; it does not replace the professional work required to prepare and execute the transaction.

M&A

Every transaction starts
with a strategic question.

Sell?   Buy?   Bring in a partner?
Accept an offer?   Wait?

Before a process begins, we help clients understand which alternative may create the greatest value — and what its financial and strategic implications may be.