Sell-side
We have established a particularly strong track record in sell-side advisory roles. We support and help all types of clients plan, structure and execute the sale of companies, shares or assets. Based on our extensive and successful experience in this area, we have the ability to tailor the sale process to each client’s particular needs and situation. In all cases, we provide hands-on support throughout the sale process, advising on sector dynamics, valuation and how best to position a business for sale, leading the approach to and negotiations with potential buyers, managing the due diligence process and coordinating transaction completion mechanics.
Sell-side advisory typically starts with learning the details of a client’s business and industry, preparing a transaction plan and assessing transaction structure alternatives. The initial phase also includes identification of potential buyers and preparation of marketing materials for the sale process. In all cases, we also review the business plan of the company or asset intended for sale. We will take care of contacting the potential buyers and introducing the opportunity to them. HLP can run a structured sale process by communicating with the potential buyers throughout the process, simultaneously supporting the management team and sellers. We take overall responsibility of managing this type of engagement and coordinate everything on behalf of our clients. In each engagement, HLP provides uncompromised valuation view, strategic and tactical advice as well as negotiation support. Our mandates always align our and client’s interests with the sole aim of achieving the best possible outcome for our client.
Private equity investments
In private equity transactions our expertise covers all areas. We help customers in sales of both majorities and minorities to investors or in obtaining private equity financing for the company’s financing needs. Our expertise also covers situations where some shareholders want to leave the company or realize a significant part of the company’s increase in value, while other shareholders prefer to continue as owners of the company. We help our customers plan and implement the desired transaction, taking into account its specific features. Typically, the project targets private equity investors and other types of institutional investors whose investment strategy the project fits.
In private equity focused transactions, our clients are often entrepreneurs, principal owners or investors planning to exit. Our assignment covers the documentation of the company’s business plan and strategy, a detailed project plan and the screening of investor candidates. We prepare marketing materials for the process and handle all communication with investor candidates throughout the project, as well as offer continuous support and advisory insight to our client. We support the negotiation and documentation of the transaction, evaluating the investment terms, building the incentive program for key personnel, and evaluating and negotiating the commercial terms of the shareholder agreement.
Buy-side
We support our clients through the different stages of an acquisition process from target screening to transaction execution. We have significant experience from long-standing cooperation with public companies as well as private equity and other investors. We leverage our wide local and international contact network to the benefit of our clients.
Every situation is unique, and our advisory role will be tailored taking into account strategic goals, prior understanding on potential acquisition targets, potential existing relationships and competitive dynamics, among others. We can take overall responsibility for the acquisition process already early on, including target screening in line with the client’s strategic guidelines. We can approach selected targets on behalf of our client, formulate the business case including potential synergies, provide valuation view as a basis for the offer, and help our client plan and prepare for the execution phase. To ensure a smooth process, we can take overall execution responsibility, including coordination of due diligence providers, negotiation of transaction terms together with the legal advisor and securing external financing to ensure successful transaction completion.
Public companies
We have significant experience from advising publicly listed companies, their boards and/or major shareholders in a wide variety of situations. We understand all the special demands that a company’s listed status and investor profile entail in undertaking and executing an M&A or other advisory assignment. Some of these demands arise from laws and other regulations that apply to all listed companies, while others are more case-specific, such as the implications of a company’s shareholder structure.
Examples of services we provide for public companies specifically include:
- Preparation for tender offers and shareholder activism, e.g. through improving value awareness with an external opinion
- Sell-side advice in tender offer situations maximising shareholder value, or
- Takeover defence when an indication or offer is not seen as being in the shareholders’ best interest
- Fairness opinions in tender offers, mergers or for a divestment target
Other advisory
Various advisory work that we undertake is not directly linked to a specific transaction. Such other advisory services can support M&A deal execution at a later stage, but are also available for other specific situations, where our clients need financial/strategic opinions or advice. We help our clients analyse strategic priorities and advance new ideas and perspectives to their decision-making. Example services below can be provided separately, or as part of comprehensive sell-side/buy-side engagements:
- Exit readiness assessments, including recommended actions before commencing a sale process
- Identification and preliminary screening of acquisition targets
- Buy-side or merger preparation work, suitable for situations where the client wants to take the lead in transaction execution and negotiations
- Joint venture assessments
- Advice on acquisition financing
- Advice on refinancing situations, from planning to negotiation with parties
- Fairness opinions in (voluntary or mandatory) public tender offers or similar situations
- Valuation of companies/businesses or individual financial instruments
- Advice on management incentive schemes
- Review and recommendation of feasible strategic/ownership alternatives based on our deep public and private M&A market expertise
The list is not exhaustive, and our offering is always tailored to ensure the best solution for each occasion. For questions falling beyond our scope (legal, tax, specific accounting topics), we can co-operate with our clients’ own specialists or other external advisors.