One step forward, ten steps back…

…is a familiar story for the integration programme management office, when wrestling with a complex, international M&A deal or carve-out. In the case of a carve-out, the acquired side must part company with their parent fast; in an M&A transaction, speed is of the essence too, to get the deal locked in.

At the same time, you need to build or integrate an infrastructure that delivers HR, payroll, accounting and tax, and the proper legal functions. When it’s a multi-country deal involving many jurisdictions, this cannot be left to chance.

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M&A and carve-out deals are never straightforward

What appears simple from a global perspective, can look very different once you get into the detail - especially if you haven’t asked the questions that never seem to be high enough on the agenda during negotiations. Before too long, the deal is down to the wire.

What surprises many clients is that you can’t just import your existing operational blueprint, or simply adopt what the seller is already doing in each country of operations and then take it from there. Just transferring workforces to your new entities can be extremely intricate in many territories.

Then there’s the choreography of incorporation and entity activation. Sometimes things play out sequentially, sometimes not. Tax registrations can be combined with social security elements in some locations, but in others they are separate. Who is tracking requirements at federal and provincial levels so that entity activation can be expedited?

If you get it wrong, you’re going to lose time. You could also lose the confidence of employees and regulators. You might dent your revenue model. You might even lose the deal.

We find fast answers to these knotty problems – from compliant local entity activation, through to full global operational readiness – virtually anywhere your newly acquired or merged business operates.

We specialise in working with corporates, private equity houses and transaction advisors to get deals over the line when local issues could get in the way. We provide stability for the deal itself and for ongoing operations.

Our M&A and carve-out services

We know from experience the depth of multi-jurisdictional complexity to which M&A and carve-out deals are mercilessly exposed – and suddenly – not to mention grinding administrative detail across the board.

You want your deal to complete the right way, so that your revenue model delivers in line with expectations? Then you’ll need help from people like us, who help people like you, in situations like this, all the time.

We appreciate that the choreography across regions is unique to every jurisdiction and understand fully the interplay between what legal, accounting, tax, treasury and HR leadership is responsible for.

We can help you with:

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Operational due diligence

  • Identifying the bottlenecks in complex global transactions that could delay or kill your deal
  • Defining your corporate operating model
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Entity activation and operational readiness

  • Legal entity activation
  • Company registration with local chambers of commerce
  • Business licensing
  • Operating and bank account set-up
  • Investment capital Management
  • Tax registration
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Global back office

  • Global payroll
  • HR administration and employee lifecycle
  • Local & management accounting
  • Tax compliance
  • Entity management

Global transaction case study

You want to get your complex global transaction over the line without unnecessary delay in dozens of countries – and painlessly

Download the case study here

Where we can help you in the
M&A and carve-out lifecycle

Cross-border carve-outs report

Why one third fail and how to get them right

Cross-border carve-outs, an independent market research study commissioned by TMF Group, suggests that dealmakers could be losing substantial amounts of money due to avoidable delays and disregard for the three fundamentals of successful carve-outs.

Find out more

We’re with you,
wherever you are on
your corporate journey

We like to work with our clients at least six months ahead of a deal. But if you are facing a crisis when your expectations collide with an unexpected reality, we work fast.

At speed, we can put together a team of experts from a pool of 9,100 TMF Group professionals, on the ground wherever you need them, thanks to our network of more than 120 TMF Group offices, covering 85 jurisdictions.

Make an enquiry today.