Review of the financial terms of the sales contract – Calculation of the additional price

Sector of activity: Industry
Size (sales in €m): 850

Context

  • An international industrial Group was sold to an investment fund
  • The completion accounts were closed by the Buyer
  • The price mechanism in place provided for adjustment clauses based on financial aggregates (WCR and net debt)

Our mission

  • Eight Advisory was appointed as advisor to the Vendor tasked with reviewing the completion accounts closed by the Buyer
  • Critical review of the adjustments proposed by the Buyer concerning the WCR and net debt in relation with the contract signed by means of a visit to sites in 5 countries (USA, Brazil, China, UK, France)
  • Drafting of a detailed report outlining the various adjustments (financial issues, Buyer position vs. Vendor position) for the opposing party and the Expert

Results

  • The financial aggregates used at the conclusion of the operation were determined while factoring in the interests of our client.

Key success factors

  • Extensive sector-specific expertise
  • Ability to combine expertise (TS and Litigation)
  • Support for our customer throughout the negotiation period with the Buyer and during the expert appraisal procedure
  • Significant increase in the additional price paid by the Buyer