Areas of Practice

Transaction Advisory & Negotiations, including Post – Transaction Implementation Services

Every transaction has both legal and tax implications, whether it’s an acquisition, disposal, refinancing, restructuring or initial public offering. Transaction Advisory serves corporate and private capital markets clients in third-party transactions in tax and legal due diligence, general transaction advisory and overall transaction project management. Our integrated approach means we deliver coordinated advice helping clients make informed decisions and navigate the tax and legal implications of their transactions aligning with the long-term strategy.

As a member firm of the EY Law network, we have access to a tremendous expertise offered by local, regional and global colleagues across EY. With our EY experts, we can offer to our clients a sourcing partner, including not plain-vanilla legal advice but also offering the specific relevant legal expertise, detailed insights on Transaction Law requirements and a multidisciplinary one-stop shop solution tailored to our clients’ needs. As part of our Transaction Advisory offering we can provide legal services in the drafting and negotiating of the required sale and purchase agreements, assistance in drafting and reviewing documentation for the transaction, including ancillary documents, shareholders agreements, among others.

We regularly undertake to lead deal closing procedures and can assist our clients with the drafting and reviewing of the closing documents, including undertaking on behalf of the client any post-implementation actions, where required.

Legal Due Diligence & Reporting Services

When stripped to its essentials, legal due diligence is a procedure conducted prior to a share or asset sale transaction to ensure that the prospective buyer is aware of the risks associated with the target purchase. Having a clear view of the liabilities and obligations of the target allows prospective purchasers to decide whether to proceed with the transaction, ask for safeguards in the form of condition precedents, warrantees, indemnities and negotiate the acquisition price to properly reflect any associated risks. An accurate and meticulous due diligence results to a more nuanced and tailored drafting of contractual safeguards. We take pride in our extensive list of projects for which we have undertaken the due diligence process.

Our due diligence services include:

  • Reviewing the shareholder structure of the target
  • Investigate the target’s history with regards to any regulatory breaches (where applicable) and/or any matters of non-compliance with Cyprus laws;
  • Review of the target’s activities with employees, suppliers, clients and other counterparties;
  • Red-flagging the most important risks in the transaction which might constitute ‘deal breakers’, which can inform the buyer on whether to stop negotiating or be used as a bargaining chip to reduce the acquisition price;
  • Drafting sales and purchase agreements.

Larger-scale transactions usually demand the involvement of finance and tax experts in order to produce a holistic analysis of the target company. Our firm, in a seamless collaboration with EY professionals in other services lines, can harmonize multi-office due diligence reviews offering comprehensive advice and analysis. We have a wealth of experience in successfully providing legal, financial and tax due diligence services to numerous regulated entities and financial services companies operating in and out of Cyprus.

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