Sorain Capital

Buy & Sell Business

Mergers & Acquisitions

  • Strategic Objective Formulation: Define the overarching goals of the M&A transaction, whether to achieve market consolidation, synergistic value creation, or diversification of operational risk, ensuring alignment with the enterprise’s long-term strategic vision.
  • Target Identification and Screening: Leverage proprietary insights to identify and evaluate prospective targets, assessing strategic fit, financial stability, and cultural alignment through rigorous market and competitive analysis.
  • Valuation and Synergy Assessment: Conduct comprehensive valuation analyses employing discounted cash flow, comparable company, and precedent transaction methodologies, while quantifying potential synergies to substantiate the transaction’s accretive potential.
  • Due Diligence Execution: Orchestrate an exhaustive due diligence process, scrutinizing financial statements, legal exposures, operational frameworks, and regulatory compliance to unearth latent risks and validate the target’s intrinsic value.
  • Deal Structuring and Negotiation: Architect the transaction framework, optimizing terms such as purchase consideration, payment mechanisms, and governance provisions, while negotiating with counterparties to secure advantageous terms and mitigate post-closing risks.
  • Financing and Capital Sourcing: Secure optimal financing structures, balancing debt and equity components, by engaging with institutional lenders, private equity partners, or strategic investors to fund the transaction efficiently.
  • Regulatory Approvals and Closing: Navigate the labyrinth of regulatory approvals, ensuring compliance with antitrust, securities, and jurisdictional mandates, culminating in the seamless execution of definitive agreements and transaction closure.
  • Post-Merger Integration: Facilitate the integration of operations, cultures, and systems, deploying meticulous planning to realize projected synergies, enhance operational efficiency, and maximize shareholder value.

Off-take Deals

  • Macro-Commercial Intelligence and Counterparty Due Diligence: Undertake a comprehensive appraisal of macroeconomic drivers, commodity market structures, and geopolitical vectors influencing supply-demand equilibria. Concurrently, execute granular counterparty vetting, encompassing credit analytics, balance sheet resilience, and strategic congruence with enterprise objectives.
  • Transaction Architecture and Economic Optimisation: Engineer bespoke off-take constructs calibrated to the firm’s asset profile and monetisation imperatives. Consider instruments such as volumetric commitments with indexed pricing, prepayment-linked forward contracts, or hybrid models to equilibrate commercial exposure and enhance capital efficiency.
  • Cross-Functional Alignment and Governance Integration: Spearhead intra-organisational harmonisation across technical, legal, treasury, and strategic planning verticals to ensure structural integrity and operational cohesion. Embed transactional constructs within corporate governance protocols and investment committee thresholds.
  • Indicative Terms Structuring and Value Protection: Craft and negotiate indicative term sheets with meticulous attention to economic levers—pricing architecture, off-take cadence, payment modalities, default mechanics, and sovereign or force major contingencies—ensuring alignment with long-term value maximisation.
  • Embedded Risk Transfer and Hedging Strategy: Risk analyses to identify exogenous and endogenous transaction risks. Structure embedded or overlay hedging strategies—encompassing commodity derivatives, credit enhancements, and contractual protections—to safeguard value realisation and ensure downside insulation.
  • Legal Structuring and Regulatory Adherence: Orchestrate the drafting and execution of definitive documentation in partnership with legal counsel, ensuring compliance with international trade law, sector-specific statutes, sanctions regimes, and ESG mandates. Optimise legal structuring for enforceability and regulatory arbitrage.
  • Transactional Execution: Direct commercial close with precision, aligning settlement mechanics, delivery logistics, and contractual handover to operational stakeholders. Ensure continuity of execution through rigorous mobilisation protocols and go-live readiness assessments.
  • Post-Close Strategic Stewardship: Maintain strategic stewardship of the off-take relationship, enabling proactive renegotiation or recalibration in response to macroeconomic inflections.