The development of a company is an ongoing process that requires strong management.
Business and financial solutions depend on a rapidly changing economic environment, while the goals of owners and management, the company's development opportunities, competitors, and financing, legal and tax issues must also be taken into account.
We advise clients on all important aspects of the transaction process: finding a buyer, a candidate for a purchase or merger, initial analysis and valuation, negotiations, due diligence, structuring the transaction price, preparing legal documentation and formally closing the transaction. We also advise and support clients in Management Buyout transactions.
Our transaction team advises companies in preparation for sale, starting from identifying potential negative value drivers, organizing accounting, analysis and establishing effective tax structures, reviewing contracts and also pre-sale restructuring (carve out).
We develop a strategy for the transaction which includes a valuation of the company and structuring the deal price, identifying potential investors using the Grant Thornton international network and drafting marketing materials to approach them (teaser, information memorandum). The buy-side process includes finding potential targets, initial analysis of the targets and approaching with the opportunity.
Our team takes part and advises the negotiation process, justifying and explaining various positions to reach the best outcome and we prepare the legal documentation for signing (i.e. letter of intent, term sheet).
We will manage the due diligence process sell-side, working together with the seller to provide requested information, assist with answering questions and provide a structured data room with necessary data.
When acquiring a company, we act as independent experts to conduct the legal, tax and financial due diligence in the target. We also help conduct IT due diligence to identify potential risks and make recommendations to mitigate them. This is done according to international standards and best practices in the Baltics. We work closely with our clients to develop a scope that helps them in achieving the strategic goals.
Our transaction team supports you in negotiating and organizing the deal, including all legal documentation (i.e. non-disclosure agreement, letter of intent, share purchase agreement and other necessary documentation). This is to ensure that the commercial aspects of the terms are properly reflected and risks are mitigated.
Completion of the transaction includes other aspects in addition to the signing of the agreement. For example, we assist our clients in preparing and submitting notices of concentration to the Competition Board for companies that have a larger market share.
Managing the post-deal activities depends on the structure of the transaction as well as the findings of the due diligence. This could include advice on how to mitigate the risks found during the due diligence, terminating or negotiating the changes of agreements, integrating the companies etc.
In the spring and summer of 2022, Grant Thornton Baltic advised us on the preparation for the sale of Audi sales and maintenance companies and the sale of a 50% stake to UG Investments OÜ. Grant Thornton Baltic advised us both in setting up and creating the corporate structure, negotiating, and formalizing sales conditions, as well as in various post-sale transactions, including the preparation of a merger application.
I want to point out the contribution and commitment of Kristjan Järve and Katrin Mustasaar, who created a reliable atmosphere and gave me the confidence that the upcoming deal will be successful. Their professionalism is what speaks the most, and I am sure that our cooperation will continue in the future.
CEO of Al Mare Auto
TestimonialsA selection of purchase, sale and M&A projects done by our advisors.
We advised Sirowa on buying a competitor
Financial and legal advisory
International wholesaler of cosmetics, perfumes, salon products and non-prescription medicines Sirowa acquired well-known Estonian wholesaler of perfumery and beauty products.
We advised OÜ Rannu Seeme in the transaction of the exit of a shareholder
Legal and Tax Advisory
Grant Thornton Baltic's transaction advisory team helped the client develop the conditions for the exit of the partner, including advising on the execution and formalization of the transaction.
We advised a venture capital fund’s investment into the start-up Qualitista
Financial and tax advisory
In August 2022, Grant Thornton Baltic concluded a financial and tax due diligence for an Estonian start-up company Qualitista.
We advised the importer of Audis on the sale of a stake
Tax and legal advisory
In the spring and summer of 2022, Fourings OÜ, which brings together companies engaged in the sale and maintenance of Audis in Estonia, sold a 50 percent stake to the investment company UG Investments.
We advised a venture capital fund’s investment into the start-up
Tax and financial advisory
The Nordic venture capital fund Inventure invested 11.6 million euros in the Estonian startup Jobbatical in 2022.
We advised Howden on entering the Estonian market
Legal, tax and financial advisory
Grant Thornton Baltic advised Howden Finland Oy, the market leader in Finland and part of the international group Howden Broking, on the acquisition.
We advised BlackFin on its investment in financial start-ups
In November 2020, Grant Thornton Baltic conducted a limited financial and tax due diligence for the start-up company Modularbank, which offers customer-focused financial services as a next-generation banking platform.
If you have similar challenges and questions, please contact our specialists.