Buy a company

Covering all bases

Our holistic approach makes sure not only are there no surprises, but you can leverage potential opportunities and make the most out of your deal.

Deal origination and corporate finance buy-side advisory

Looking to acquire a business that can add real value or represent a winning investment? We can help you find the deal that’s right for you. If you’re a private equity investor, we can help you screen the market and successfully approach a Belgian-based target, including helping you make persuasive arguments to its shareholders and management team.

From a corporate perspective, we work to know your business inside out so we can identify a prime asset for acquisition. And that on an international scale. Understanding your criteria - size, geography and dominant activities - we leverage our global network to find an ideal match.

Financial due diligence

Far from taking a standardised approach, we listen to what your business requires and what you’re looking to achieve, and deliver a holistic solution covering all aspects, IT, pensions, operations and more to deliver value-add conclusions.

By analysing and validating all financial, commercial, operational and strategic assumptions, we offer complete peace of mind with regards your acquisition. Using data analytics to take a deep dive into all relevant information, we deliver valuable insights into both risks and potential opportunities going forward. Once the deal has been finalised, we can continue to work with you to capitalise on those opportunities.

Looking to deliver pragmatic solutions, rather than just advice, we work with you to find ways to make the deal most effective, calling on both our substantial industry knowledge and due diligence expertise.

IT due diligence

IT is key to business operations, managing information and financial reporting, making it a priority area for consideration during a transaction. Often the largest capital and operational expenditure item on the books, its value can be a game changer.

We can help you make sure that buyers or investors understand the impact of the IT carve-out in terms of EBIT and capex, and offer peace of mind that the IT assets supporting the business are up to the task.

People & Organisation due diligence

It’s not just important to understand the direct costs of employment in terms of salaries, but also the potentially more hidden costs, such as staff turnover, absenteeism, age of population and more, all of which can have a significant financial impact on the target you’re looking to acquire.

We take a holistic approach, helping you assess the impact of employment laws, benefits including pensions, HR practices, organisation, compensation packages and overall HR function of the target.

Company valuation

In considering a target’s value, we take a pragmatic approach tailored to its specific characteristics, especially size, geography and business operations. By understanding the business and industry sector it’s in, linking its operations and strategy, we discover the story behind the value and are able to apply relevant methodologies to offer a reliable valuation.

With a large team of dedicated valuation experts in Belgium, we have the resources and knowhow to address all aspects and find tactical solutions, at a rapid pace. Our sector expertise and experience, enables us to position solutions appropriately for your specific industry.

Business planning

Understanding all differentiating factors, we build on priorities and design a customised business plan based on financial and operational key performance indicators (KPIs) to help you integrate your acquisition optimally over the years to come, including identifying and building on synergies and areas of value creation.

It is also relevant to model the tax and cash impact of the financing and the acquisition structuring in your business plan. This exercise will give you and the financing institutions more confidence. 

Operational due diligence

Assessing how the target organises its operations throughout its entire value chain, including transport, procurement, logistics, etc.,  enables us to discover risks and value pockets that will present opportunities for growth in the future.

Seeing the potential gain allows you to more easily pinpoint its worth to your business.Once the deal has been finalised, we can continue to work with you to make sure you realise that gain.

Commercial due diligence

We'll help you assess key strategic and commercial aspects across all stages of the deal cycle. When undertaking buy-side due diligence, we take a holistic approach towards value creation and we help you better understand the prospects of the business you’re acquiring.

We provide a comprehensive review of the target company’s business plan based on forecast market conditions, the competitive landscape, customer perceptions and the company’s own performance.

Tax due diligence and tax structuring

When acquiring a business, you need to manage all tax risks (corporate, real estate tax, VAT, customs and social security).

We have the necessary in-depth industry knowledge and expertise of specific tax issues inherent to different sectors to make sure that you benefit from robust value-add insights and have a complete understanding of the target you’re looking to acquire.

We can help you align your tax structure with your operations while optimising the financing of the deal and recommend the most optimal acquisition vehicle.

Legal due diligence and share purchase agreement (SPA) advice 

In a deal process, any responsible management will require a comprehensive assessment of the possible legal risks related to the corporate status, assets, contracts, securities, intellectual property, etc. of the entity you’re looking to acquire.

We work with you to assure total peace of mind.

IFRS expertise

The accounting effects of acquisitions are challenging and must be properly assessed as they not only influence reporting and future results, but impact your covenants and financial ratios too. We can help you:

- assess the impact of clauses included in share purchase agreements and other financial arrangements
- account for purchase price allocation and draft related disclosures
- convert from existing GAAP and/or align the target’s accounting policies to those of your business
- align reporting processes and deal with “day two ” issues such as potential changes to segment reporting and goodwill impairment testing
- through the accounting and reporting complexities of carve-out financial statements.

Contact us

Lieven Adams

Managing Partner Advisory, PwC Belgium

Tel: +32 2710 4075

Philippe Estas

Partner, Transactions Lead, PwC Belgium

Tel: +32 2710 4041

Véronique Gillis

Partner, PwC Belgium

Tel: +32 2710 9638

Ann Smolders

Partner, PwC Belgium

Tel: +32 2710 4173

Dirk Verheyen

Partner, PwC Belgium

Tel: +32 2710 4254

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