1 

Explanation

Preparing the team, explaining how an LBO works, how value is created, what to pay attention to in shareholders agreements etc. We take the time to educate all members of the management team, organising information sessions for top management and lower tiers as needed. 

Such sessions are organised as individualised seminars for the group (online or at your premises) or as one-to-one Q&A sessions.

2

Negotiation

We negotiate the deal with you and for you, allowing you to remain on speaking terms with your future shareholder. 

Thus, you can spend time on all other matters you have to deal with, such as management presentations, due diligence, and last but not least: running the business.

Our aim is to have binding term sheets with all candidate investors as early as possible in the transaction process.

3

Optimisation & structuring

We think and propose legal and tax structures that are fitted to the situation of the company and of the management team members. Such structures often span different countries. We work with investors' counsel and our own network to independently check options in all relevant jurisdictions. 

We work intensively together with specialised tax advisors in Belgium and abroad to help design the structure that is most tax efficient at any given time.

4

Implementation

Drafing final contract documents is about crystalising the economics of the deal in legal documents that

- make the financials work;

- protect management's interest;

- are readable and understandable for all parties. 

The buyers' and the sellers' lawyers are obviously conflicted, so management needs its own advisor to draft and review all relevant documents. 

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5

Monitoring

During the investment period, we are available to help management determine the value of its participation in function of the effective realisation of the business plan.

We help to provide yearly updates of the value of each manager's investment, vesting percentage etc. 

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6

Preparing the next round

We serve as a sounding board for the management team when investment or exit opportunities arise, or to prepare recapitalisations if requested.  

One point of attention can be to prepare the exit of a top tier manager who does not wish to re-invest in the next round. 

7

Advise on leaver situations

In the course of the investment, colleagues come and go. We advise leaving managers (subject to conflict check) in the negotiation of their exit package and on the correct application of good or bad leaver clauses, non-compete clauses etc. 

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8

Benchmarking - due diligence

We give second opinions on existing management packages. We thus receive valuable insights and know how form the market, which we use in the negotiation of future deals.