Conquering M&A – Earn-outs

Earn-outs An earn-out is deferred consideration dependent upon the future performance of the business being acquired. The principal purpose is to bridge the price expectation gap between the buyer who will pay a price on past profits and the seller who expects a price based on the future potential of the business. The difficulty for … Continued

Peter in running for Young Rainmaker Award

Dow Schofield Watts’ corporate finance team has been shortlisted in two categories in the 2019 North West Rainmaker Awards. The team is one of five in the running for the Corporate Finance Team of the Year award, while team member Peter Barkley has been nominated as the Young Rainmaker of the Year. Peter, aged 30, … Continued

Conquering M&A – Competition – UK Legislation

Competition – UK Legislation The Competition and Markets Authority (“CMA”) may initiate an investigation of a takeover if there is a merger situation qualifying for investigation (other than if covered by the European Commission). The CMA must initiate if it believes a relevant merger has been created which might be expected to result in a … Continued

Blue Logic Deal Set to Create “Northern IT Powerhouse”

A £7m-turnover IT services company with more than 500 business clients across Yorkshire and the North East has been acquired by a Manchester-based counterpart in a deal that is set to create a “Northern IT Powerhouse”, with due diligence support from Dow Schofield Watts. Blue Logic was established in 2007 and has its head office in … Continued

The Main Types of Company Reorganisation

By Simon Denye, Partner, Dow Schofield Watts Tax Consulting LLP Demergers Groups may want to split out their activities for many different reasons. There may be conflicting interests between shareholders, legal reasons to separate a trade out from the rest of the group with corporate protection, or it may be the only way for a … Continued

Conquering M&A – Completion Accounts – Checklist

Completion Accounts – Checklist Aide Mémoire This can only be an aid to guide the reviewer of a contract towards those areas of an acquisition contract which are of accounting significance and which might be sources of dispute in the future. At all stages you should be asking the questions: Is it clear? Is it … Continued

Family planning – the tax sort!

Transferring Shares in Family Company to Spouse – Gift or Sale? By Simon Denye, Partner, Dow Schofield Watts Tax Consulting LLP Owning your company jointly with your spouse is standard planning where one of you pays tax at a higher rate than the other (or one of you pays no tax at all). The idea … Continued

Conquering M&A – Completion Accounts – The Risks

Completion Accounts – The Risks According to PriceWaterhouseCoopers (“PWC”), between 40% and 60% of M&A transactions have a completion accounts mechanism, whereby the purchase price is arrived at by reference to the Target’s net asset value (“NAV”) as at completion. The purchase price is adjusted after completion to reflect the actual net assets of the … Continued

Proseal UK Limited To Be Acquired By US Corporation In £220m Deal

Food packaging specialist to be acquired by US corporation in £220m deal Proseal UK Limited – the UK firm which is a leading provider of tray sealing technology to the food industry – is to be acquired by Chicago-based JBT Corporation. JBT, which is listed on the New York Stock Exchange, has signed a definitive … Continued