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Mergers &
Acquisitions

“Some deals are found.
The right ones are made.”
— David East

“Transforming strategic intent into executed transactions and successful outcomes.”

We are your partners through the full life cycle of the M&A process.

From identifying opportunities (for buyers) to identifying buyers (for sellers), we assist with the strategic positioning of your business.

We apply the same business-focused approach to due diligence as we do to positioning companies for market. Understanding the commercial drivers, market position and growth prospects and ensuring they are reflected in robustly-tested numbers. Our restructuring training instils a healthy sense of skepticism and an instinct to dig beneath the surface.

A financial model stands or falls based on its assumptions. Risks need to be evaluated, modeled and reflected accurately in the legal documents. Earn-outs or EBITDA-adjustments are drafted by financially literate lawyers with input from finance professionals experienced in contract terms. We evaluate their impact through cross-border acquisition structures, ensuring accounting, tax, cashflow and legal terms align with the commercial objective.

Integrated Advice

Finance

Drives valuation clarity and transaction viability.

  • Valuation & transaction economics. Assess real business value and translate legal, technical, and environmental factors into pricing and deal structure.
  • Financial Due Diligence. Evaluate business model and stress test assumptions and sensitivities in a range of scenarios.
  • Financial modeling & deal structuring. Build integrated models to support negotiation, funding, and execution.

Legal

  • Ensures deal certainty and enforceable structures.
  • Transaction structuring & documentation. Design legal frameworks for acquisitions, divestments, and joint ventures.
  • Due diligence & risk allocation. Identify legal risks and structure protections within transaction terms.
  • Negotiation & execution support. Lead SPA negotiations and contractual alignment between parties.

TAX

Managing risk and ensuring efficiency.

  • Tax due diligence. Validating historical and ongoing tax practices.
  • Transaction structuring. Tailoring the legal and financial structuring for tax efficiency.
  • Personal and corporate tax planning. term solutions for businesses and family offices.

Intelligence

Ensure counterparty and business integrity.

  • Market Analysis Business positioning, competitor analysis, market size and scope.
  • Background Checks. Counterparty reputation and business track record.
  • Political Exposure. Sector, affiliations and personal political exposure. Proposed changes in legislation.
Beyond Boundaries

Comprehensive M&A Services

Combining financial, legal, tax and intelligence analysis, Eliot & Luther is your comprehensive partner for high stakes M&A transactions. Complex deal terms can be seamlessly evaluated and negotiated with a single cross-disciplinary team.

Our Services

Sell-side

MNC Play Network Business Spin-off

The networking assets of a pre-eminent media company, while valuable, were not fully aligned with its business strategy, evolving into content and asset-light businesses.The business carve-out involved a three-party transaction involving the sale of its ~900k home pass fiber network to an infrastructure fund, combined with a transfer of ISP customers to a telco.The transaction involved multi-party negotiations with interdependent terms, including valuation alignment, conditions precedent, and operational considerations.