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.

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Transaction process

Preparation for sale

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).

Strategy and finding targets

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.

Negotiations and letter of intent

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).

Due Diligence

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.

Negotiations and legal documents

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.

Signing and completion

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.

Post-deal management

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.

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Do you have any questions?

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2022 Peeter Tiitson 350x350.pngIn 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.

Peter Tiitson
CEO of Al Mare Auto


A selection of purchase, sale and M&A projects done by our advisors. Check out other client projects

May 2024

Providing consultation to Pro Optika in preparation for expansion

Financial, legal and tax advisory

Our specialists provided consultation to OptiPRO OÜ, which operates a retail chain of optometry stores under the brand Pro Optika and is acquiring the holding company of the Pere Optika chain, Optiland Eesti OÜ.

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January 2024

We helped strengthen the cooperation between two large chemical companies

Tax, legal, accounting

In 2023, the German family company Bodo Möller Chemie bought the distribution rights of the brands Loctite, Teroson and Technomelt from Henkel and established a subsidiary.

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September 2023

We advised the management of Kiwa

Financial, legal and tax advisory

We advised the management of Inspecta Estonia OÜ on the acquisition of Metrex Mõõtekeskus OÜ.

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September 2023

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.

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December 2022

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.

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November 2022

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.

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November 2022

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.

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October 2022

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.

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January 2022

We advised German company RAUMEDIC

Legal, tax and financial advisory

We advised German company RAUMEDIC AG on the acquisition of aktsiaselts A&G.

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December 2021

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.

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January 2021

We advised BlackFin on its investment in financial start-ups

Financial advisory

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.

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July 2019

Grant Thornton Baltic advised investors who acquired ISS Estonia

Tax and financial advisory

Grant Thornton Baltic advised investors on the acquisition of ISS Estonia's business.

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If you have similar challenges and questions, please contact our specialists.