Within the bounds of M&A transactions arrangement UFS provides the full range of services, namely:
- Analytical researches of branch conjuncture and competitive environment for the choice of enterprises who might be interested on alliance;
- Preliminary financial analysis of the enterprise;
- Development of merger/acquisition business-plan defining motivation of Parties; effect of transaction is calculated; organizational form is chosen; value of businesses are evaluated; action plan for each party is developed; possible legal, organizational, financial, accounting and staff problems to be solved;
- Organization and carrying out of negotiations between the parties of transactions;
- Signing of preliminary agreement regarding intention of the parties to perform the transaction;
- To provide transaction compliance with the antimonopoly legislation;
- To obtain necessary approvals at shareholders meeting for enterprises participating in the transaction (act of transfer and merger/acquisition contract approval; approval of constitutive documents/governing bodies of new enterprise upon merger);
- Transaction closing (notification for creditors regarding transaction; creation of the new enterprise and assets transfer on merger; carrying out necessary actions depending on merger scheme - buyup of stocks/shares, issue of new stocks and exchange for stocks of enterprises joined; liquidation of enterprise joined, etc.);
- Necessary presentations (preparation of informational, analytical, promotional and other presentational materials regarding businesses/transaction).
Presale preparations. In order to sell a business or its share at highest possible price it is necessary to maintain business investment attractiveness. Successful transaction closing depends on the business readiness for sale. At this stage the comprehensive business examination is made; legal, financial or organizational restrictions which could decrease offer price.
Presale preparations is necessary for any business. It includes Legal audit, Financial audit, Tax audit, Business evaluation.
Business evaluation: It is made taking into account financial analysis data, assets value and pay-back period required for the potential investor. As a rule the unofficial evaluation is used for presale preparation since management accounts (not official) are considered. Despite this fact business evaluation is made in compliance with applicable legislation and evaluation standards. We use both generally accepted and our own methods of business evaluation developed taking into account long-term experience in the area of enterprises sale.
Choice of the sale strategy. Strategy to be chosen taking into account preferences of various potential investors (who is looking for purchase of a new business or stake in a business) and degree of competition in the industry. UFS could estimate (openly or confidentially) seller's intentions and propose assistance for organizations of transaction (either via auction or via negotiations). After analysis of offers received UFS will provide to the client the list of most preferable buyers.
Search for buyer. We will find the buyer who will meet all requirements. At this stage the search is performed for investors who needs a business or stake in a business; presentational materials are prepared and distributed; meetings and negotiations with business owners to be organized.
Fee formation:
Our professional task is to sell the business/stake in business of our client. Therefore the main part of our fee is the reward for the successful sale.
- Advance payment (for presale preparations)
- Transaction support: our fee from 1% to 5% of the transaction amount (depending on the price of object sold)
Consulting on Joint Ventures creation:
- Analysis of reasonability and financial effectiveness of Joint Venture Creation;
- Search of potential partners;
- Elaboration of joint venture effective structure including calculation of parties' stakes fair proportion;
- Structuring of the creating joint venture;
- Creation of joint venture corporate governance.
