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Financial Advice

Mergers, transfers, acquisitions of shareholdings, companies and company branches

  • Planning, evaluation and support in engaging in management buy-out (MBO), management buy-in (MBI) and Leveraged buy-out (LBO) operations.
  • Searches for financial partners (private or institutional investors) or strategic partners in Italy and on the international markets.
  • Support with setting up strategic or capital agreements and alliances, in Italy and abroad, during the evaluation, negotiation and partnership implementation phases.
  • Reorganisation of shareholding and ownership structures, company set-ups, and defining of governance in relation to generation handovers.
  • Distressed company M&A [mergers and acquisitions]: assistance with sale / acquisition of shareholdings and corporate bonds, disposal of company assets and bad debt as part of industrial recovery plans and financial restructuring.
  • Depending on whether support is being given to the seller or the purchaser, examples of M&A activities are as follows:

Sell-side consultancy: process of selling companies, businesses, shareholdings and brands.

  • Preliminary analysis of the situation, understanding of the motives behind the decision to sell and the goals in terms of price, strategy and the Company's future.
  • Identification of value levers, in-depth business analysis, identification of a possible price bracket, evaluation of the best opportunities - based on the Client's objectives and drawing up of a selling strategy.
  • Preparation of an information memorandum on the company that conforms to international standards, to present to potential Italian and foreign buyers.
  • Exploration and analysis of possible alternatives in terms of counter-parties potentially interested in Italy and abroad (operators in the same sector, investors with strategic-industrial interests, private equity operators, institutional and private investors, merchant banks. etc.).
  • Identification of criteria for selecting potential buyers and setting up of contacts selected in collaboration with the Client.
  • Handling sending of the Information memorandum and receipt of non binding offers, setting up of data rooms and company presentations for admitted parties, and coordination of the due diligence phases.
  • Negotiation of the key variables of the operation and the legal documentation for preparation and signing of the sales agreement (supporting the Client's lawyers).
  • Coordination of all phases subsequent to signing the agreement and formalities through to closing.

 

Buy-side consultancy: process of buying companies, businesses, shareholdings and brands.

  • Analysis of the relevant industrial sector, strategic positioning of the Client company, competition and critical success factors.
  • Checking of the effective possibilities of buying in the defined activity sector and in related sectors, identification of possible target companies and analysis of the same from a commercial, productive, economic and financial point of view.
  • Launching contacts with the companies chosen, receiving of information / data on target companies, analysis of their specific characteristics, and selection of the best target.
  • Preliminary estimate of the value of the target (or selected activity / brands branches), preparing a non binding offer, meetings with the target's owner / management to gather further information.
  • Negotiation of any letters of intent, coordination and checking of due diligence phases, preparation of the final offer, and definition of the structure of the operation.
  • Negotiation of the essential terms of the operation and the legal documentation for preparation and signing of the sales agreement (supporting the Client's lawyers).
  • Coordination of all phases subsequent to signing the agreement and formalities through to closing.

Financial restructuring

Rehabilitation projects for any company create a situation of (actual or possible) financial tension, and involve a wide range of options for the owner, management, banks and other backers, suppliers and other operating creditors, shareholders and operators that specialise in investments in distressed companies.


Our restructuring services include:
Preparing business plans as part of the industrial recovery and financial restructuring plans, highlighting the needs for liquidity, new finance and long-term financial forecasts.

  • Debt restructuring plans in situations of high debt levels and distressed companies, and support in dealing with loans banks.
  • Organisation of refinancing and rescheduling of debt, and assistance in negotiating with banks and creditors in crisis and/or near default situations.
  • Optimisation of capital structure in terms of flexibility, price and structure (equity, quasi-equity, debt) for financing the restructuring and company rehabilitation project.
  • Evaluation of debt and/or various debt amounts in distressed situations.
  • Selection and identification of distressed investors or hedge funds interested in buying bad debt.
  • Support for Judicial and Extraordinary Commissioners in validating and preparing restructuring plans and evaluation of assets being disposed of.
  • Support for Judicial and Extraordinary Commissioners in periodic monitoring of company activities and preparing reports for third parties involved.
  • Consultancy for groups of creditors of distressed or insolvent companies and assistance with correct evaluation of their credits in relation to legal recovery procedures.


Finding capital

Trotter Studio Associato offers access to a broad network of ties with banks, merchant banks, private and institutional investors, venture capital operators, and private equity funds that specialise in development, buy-out, and turnaround operations.

The consultancy services designed to satisfy the various needs of Clients in terms of quick access to debt and collecting risk capital include:

  • Ties with and access to venture capital funds, private equity, hedge funds, distressed funds, merchant banks, lending banks, etc.
  • Structuring, finding and finalising of loans with banks.
  • Assistance with analysing financial (equity and debt) needs and structuring lines of credit for acquisitions and industrial development plans.
  • Support with valorising the Company's multiples, the correct company value and capacity to generate cash flow, in order to maximise access to credit and negotiate the most suitable financing structure (cash flow lending).
  • Optimisation of the use of a company's tangible and intangible assets to guarantee debts (asset-based lending).
  • Collecting (equity and quasi-equity) capital via institutional investors such as private equity companies, both local and international, constantly monitoring their investment criteria by industrial sector and size.
  • Collection of private capital for financing special projects (start-ups, small scale acquisitions, technological spin-offs, etc,), via ties with other potential capital investors such as individuals / families, entrepreneurs and strategic investors in Italy and abroad, able to provide the financial resources that best meet the Client's needs.
  • Finding of new finance in distressed companies, providing the Client direct access to the most active international investors that specialise in distressed companies and restructuring.