Asset Sales and Purchases
Sometimes it makes sense to acquire part of another firm or to dispose of part of your firm. Acquiring a part of anther firm, through team moves or taking over a book of work that another firm no longer wants or cannot perform, can be a relatively simple and inexpensive way to grow your firm.
Similarly, if you no longer want to do a part of work or have lost a key employee or partner, disposing of the unwanted work stream can allow you to focus on the core of your business.
The team at Mosaic has the market knowledge and experience to help identify firms looking to acquire or divest teams or books of work. We also have the skills to either integrate them into your business or divest them from your business.
We can help you through the key stages of an asset sale or purchase:
Why? Evaluate the reasons for wanting to acquire certain assets only or dispose of part of your business
Who? Define criteria for target firms – geography, size, specialisms, key staff etc
Market Review market to find long list of target firms and then whittle down to a short list
Approach Mosaic can make the first anonymous approaches on your behalf to maintain the all-important confidentiality
Pricing We can help you value the parts to be acquired or disposed of and come up with a variety of deal structures. These may not involve cash, but just the transfer of assets and liabilities
Legal We can help you with NDAs, heads of terms, business purchase agreements and due diligence. We can also advise on employment including TUPE, property, partners leaving or staying and help negotiate all the key areas to minimize your risk
Financial We can look at funding, payment terms and financial due diligence
Deal structure We look at how to structure the deal. In particular the allocation of the price to relevant assets and how to assess the relative merits of amounts up front, on deferred terms, by an earn out and/or by way of retained equity
Tax issues We consider these both from the acquirers and sellers point of view and how to best ‘arbitrage’ the tax breaks that may be available
Negotiation We know the market and have worked on numerous deals, so can help you negotiate a good deal for you. We will identify the ‘deal breakers’ and we’ll also tell you when to walk away
Regulatory We can advise on any regulatory issues with successor practice rules, assigning CFAs and other compliance issues
Post deal Successful acquisitions are characterised by careful planning of the post deal implementation. This should be started well before completion. We will help identify the key issues to address
Culture Many mergers fail because of the lack of a cultural fit and we can help you ensure that your new acquisition is integrated successfully into your business
Contact us now for a free no-obligation chat – 07968 059363
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