Buying or selling a business is a complicated and intensive process that typically requires several major decisions to be made at short notice. At the same time, there are often a lot of resources involved. A rushed and inadequate transfer process can have fatal financial consequences for both the buyer and seller, as well as the company's employees. It is therefore important to ally yourself with advisors who have relevant experience and insight into the various aspects involved in a business transfer, as well as a deep understanding of the many different interests that need to be taken care of along the way. Our experienced advisors are ready to help you achieve a successful M&A transaction.
We are your trusted advisor throughout the process
Our goal as your advisor is to ensure you get the best possible result while creating security and overview throughout the process. We have extensive experience and expertise in mergers and acquisitions (M&A). We provide professional, competent and value-adding advice and ensure you a solution that is not only legally correct, but also practical and commercially meaningful.
As a business owner or management member, you get a trusted and professional advisor to whom you can confidently entrust your legal advice. We also act as your business sparring partner. This gives you more time to focus on keeping your business intact and unaffected by the process.
Specialist advice in various legal areas
A business transfer involves many different areas of law, which requires a high level of experience and competence. We have the necessary corporate, commercial, financial and strategic insight to advise on all aspects of a business transfer, regardless of its scope. We can also draw on the specialist knowledge of our close colleagues in areas such as employment law to take care of the affected employees and in tax law to provide relevant tax advice on the consequences of the transaction. We are also happy to collaborate with accountants, business brokers or other advisors on the financial aspects. This gives you the best possible conditions to make the right decisions along the way and achieve the most optimal business transfer.
Want us to help you further?
Are you curious about how we can help you move forward? Read more below and contact us for a no-obligation chat about a possible collaboration with us.
You can benefit from involving us early in the process. This allows you to get the right advice right from the start. We'll help you make the right plan so that together we can ensure the most optimal solution.
Read more about the steps involved
Whether you're buying or selling a business, we're here to help. There will often be different circumstances depending on whether you are on the buyer's or seller's side. We have extensive experience advising a wide range of clients on all aspects of buying or selling a business.
If you're facing a full or partial sale of your business, there can be a lot of emotions involved - for the owner, management and employees. We can help you prepare your business for sale based on the specific circumstances of your business. This ensures that the pre-sale steps are carried out with respect for the company's background and history.
If you are about to acquire or invest in a company, we can help you make the necessary preparatory structural changes and uncover and identify risks through structured due diligence.
With CLEMENS as your advisor, you are guaranteed competent and experienced handling of the process that takes into account the specific circumstances of your business - whether you are buying or selling.
A thorough business transfer process contains many elements that can be difficult to manage while still running the day-to-day operations of the business.
With our advice, you get an overview of the individual steps and knowledge of the risks involved. You are also guaranteed competent and professional handling of the associated legal and practical issues - which we handle in close collaboration with you.
Our goal is for you to have a smooth and safe experience.
The different tasks involved in a business transfer will of course vary depending on the type of business transfer. However, there are some basic steps that are typically involved.
With our advice, you are guaranteed thorough preparation and planning, as well as legal advice from the very beginning.
We advise on, among other things:
- Sales maturity
- Choice of transfer form and structure
- Valuation and pricing
- Initial negotiation strategy
- Negotiation of key terms and conditions
- Managing employee relations
- Confidentiality agreements
- Statements of intent
- Tax matters
- Future company structure
- Process planning and management
The term due diligence refers to the legal investigations that potential buyers and their advisors are given the opportunity to carry out on a business before the transfer takes place. This ensures that the business transfer is as informed as possible.
At the same time, due diligence can influence the pricing of the business, as it can uncover any risks associated with the transfer and limit the scope of the warranties and representations that the seller typically has to make to the buyer.
Whether you are considering buying, selling or merging with a company, a thorough due diligence process is therefore essential.
We understand the essential importance of the process and advise on, among other things:
- Creation of or comments on the request list
- Setting up and managing data rooms
- Conducting due diligence investigations
- Accurate, accessible and relevant reporting
- Coordinating due diligence investigations with your other advisors
Thorough preparation of the negotiation process and professional drafting of contracts and other documents is a prerequisite for a successful business transfer.
We are familiar with the typical issues and have experience in preparing all types of relevant documents, appendices and ancillary agreements.
With us as your penman, you get relevant documents written in clear, concise and uncomplicated language, regardless of the size and complexity of the transaction. In the negotiation process, we strive to contribute with confidence, overview and negotiating power to create the necessary balance in the negotiation room.
We advise on, among other things:
- All legal documents, including contracts, appendices and ancillary agreements
- Purchase price calculation and adjustment
- "Earnout models
- Hedging, collateral and guarantees
- Financing
- Reinvestment
- Competition, customer and employee clauses
- Management remuneration and incentive programs
- Employment law issues, including the legal position of employees
- Private law matters
- The negotiation process
There are often a large number of obligations that each party must fulfill when completing a business transfer. We are available throughout the process and follow every task through to completion.
Among other things, we help with:
- Preparation and execution of pre-closing actions
- Preparation and organization of the closing meeting
- Sparring regarding implementation in the buyer's group
- Preparation of an integration plan
- Follow-up and reporting
Have we convinced you that we are the right advisor for the job?
For us, it's all about trust. We believe you can confidently leave the management of your business transfer to us. With CLEMENS, you will have an advisor who is deeply involved in your case and acts as your trusted ally throughout the entire process. Contact one of our M&A specialists today to help you move forward with confidence.
Haven't we convinced you yet? Then download our M&A publication here.
