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  • 08Feb

    The final quarter of 2009 saw encouraging signs of confidence returning across a broad spectrum of bank lending. The mild softening in pricing and the lengthening of tenors in the corporate market, a cluster of new leveraged buyouts at the end of 2009 and the re-entry of banks into the commercial property market (on a selective basis) all presage a more active banking market in 2010.

    Corporate lending – There are signs of increasing confidence in the corporate lending market reflecting a slight softening of pricing, particularly on larger deals and the extension of tenors to four years in some instances. Lenders are also more willing to consider financing a new borrower where there has been a resilient track record through the recession and prospects are attractive. There are initial signs that banks are beginning to consider taking material underwriting positions; a key milestone in the return to a more normalised market.

    Leveraged finance – 2009 was the quietest year for over a decade in the syndicated leveraged finance market. However, there was an uptick in activity in the fourth quarter and the pipeline for new deals is encouraging. Whilst the market is not about to accept a surge in highly leveraged, thinly priced deals, a gradual improvement in lending conditions is realistic.

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  • 01Feb

    Today, more than ever, effective tax management is key in case you are dealing with situations such as:

    -        determining a bid price in an acquisition process;

    -        reallocation of existing bank debt and intercompany debt;

    -        reorganizing your current group structure;

    -        understanding  the impact of taxes on your cash position;

    -        a complex supply chain with multiple countries and entities;

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  • 21Jan

    Identifying the most important value drivers and estimating values in distressed companies is key for a successful restructuring process, especially in the case of debt for equity swaps. That’s what Michael De Roover, Partner at PwC and Philippe Rasquin, Director at PwC talked about on the fourth session of our M&A Academy.

    They shared with our audience their experience in valuing distressed companies and business restructuring, highlighting the key issues and discussing some of the key steps to consider when faced with a restructuring.

    Download “Safeguarding value through business restructuring“.

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  • 15Jan

    On 8 January 2010, PwC has published the Q4 2009 IPO Watch Europe report. The IPO Watch Europe surveys all new primary market equity IPOs on Europe’s principal stock markets and market segments (including exchanges in Austria, Belgium, Denmark, France, Germany, Greece, Holland, Ireland, Italy, Luxembourg, Norway, Poland, Portugal, Spain, Sweden, Switzerland and the UK).

    Europe’s IPO markets recorded a distinct upturn in activity in the fourth quarter of 2009, with both value and volume rising markedly over the previous nine months when stock exchanges continued to suffer from the worldwide loss of confidence in the capital markets and the recession. However, pricing proved difficult in what remains a buyers market.

    There were 61 IPOs on European exchanges in the last quarter of 2009 with an offering value of €4,994m, compared with 44 listings that raised €1,375m in the previous quarter and the 64 IPOs with a value of €1,238m that were recorded in the final three months of 2008.

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  • 11Jan

    Recently the President of the Brussels Criminal Court judged that the investigation of KB Lux was not performed on valid terms. This decision again raises questions about how to tackle economic crime and how to deal with fraudsters. In a day-to-day business environment we are more inclined to take measures internally, which in light of the KB Lux decision appears to be a more effective method. In addition, companies are often confronted with questions when dealing with a new cooperation, joint venture, merger or acquisition. These situations call for a fraud due diligence in order to avoid the inheritance of fraud risks. Due diligence investigations often prove crucial in identifying fraud risks and detecting incidences of fraud outside the books and records.

    E.g. a purchaser who discovers post-deal that one of the sellers has defrauded or bribed vendors of the purchased company may be confronted with the fiscal, financial and legal consequences of such behaviour. A thorough pre-deal fraud due diligence might reveal such liabilities in many cases.

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  • 05Jan

    The PwC China M&A press release revealed that domestic and inbound M&A deal volumes in China (including Hong Kong and Macau) in the second half of 2009 are returning to robust 2008 levels, indicating that the impact of the global economic downturn on China M&A seems to have been short lived.

    More than 1,800 domestic transactions (deals being intra-China or from HK to the mainland and vice versa) are likely to be recorded in the second half of 2009, for a total of about 3,200 mergers and acquisitions for the full year, compared to nearly 3,800 in 2008. Looking to 2010, domestic deal activity is expected to grow by more than 20% compared to 2009.

    A continued decline however was noted for deals made by foreign strategic buyers (focussed on sorting out problems in their home markets) and also foreign financial players finding new deals harder to come by as gaps in pricing expectations between sellers and buyers continued. There are indications though that those foreign strategic buyers will re-emerge in greater volume and deal size soon, reflecting a pent-up appetite for China targets.

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  • 14Dec

    2008-2009 were challenging times for the M&A market due to the lack of available funding. Many investors and international groups are looking for cost-cutting opportunities and cash optimization.

     

    Reshaping your conventional business model towards a more flexible structure can help you in for example the improvement of your business model, tax credits optimisation and/or cash optimisation.

     

    Furthermore, the new merger law makes it possible in Europe for certain international groups to offset future tax losses and other tax attributes on a European consolidated level, leading to a lower effective tax rate, realising tax cash savings.

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  • 11Dec

    The third session of our M&A Academy took place on 10 December looking at all the questions the arrival of the “Chapter 11 Nouveau” (at least its Belgian version) raises. Before getting the protection of the Continuity Act, however, an achievable business plan needs to be in place. Do you have one? How about the reasonability of assumptions and remedial management actions? Have you assessed the quality of future cash flows and headroom to covenants?

    Our specialists, Karin Winters (Director in the Corporate & Commercial Law department) and Philippe Fimmers (Senior Manager in the Deals practice ) used their legal and financial expertise to try and answer those questions. They also highlighted the Business Continuity Act and some alternative solutions.

    Download “How to anticipate/handle covenant breaches?”

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  • 30Nov

    In today’s world, regulatory and compliance demands on businesses are many and varied. The need for accurate accounting and tax records that comply with the multitude of rules and regulations applied in different jurisdictions by different authorities can place a great pressure on limited in-house resources.

    Very often, companies are confronted with compliance issues (such as late or non-filing of statutory accounts or tax returns leading to penalties and additional taxes, etc.) during the due diligence phase or the post-deal integration.

    If e.g. a purchaser carrying out a due diligence discovers that the target has fallen behind and regulatory returns are not fully up-to-date, then the entire deal can be at risk. The purchaser may want a discount on the purchase price to reflect the risk element of the uncertain tax position or require warranties, etc.

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  • 25Nov

    On 19 November, we hosted the second session of our M&A Academy with a hot and present issue: How to keep the management of private equity backed companies motivated in and after the financial and economic downturn?
    Luc Legon, Director Personal Tax at PricewaterhouseCoopers, presented the different solutions available according to the various expectations of management.

    Download “Dealing with underwater management equity arrangements“.

    More info about the M&A Academy season (programme, subscriptions, etc.).

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Recent Comments

  • Given that all our operations are within the euro zone (and ...
  • Hi Michael, 1) A fraud due diligence is performed before an...
  • Good question, but without a yes/no response. If a fraudul...
  • Dear Sir/Madam, Indeed, due diligence plays an importan...
  • Dear Sir/Madam, Indeed thorough due diligence will help ...