The reasons taking to a decision to sell a company are many and complex. Total disinvestment (selling 100% of a company's share) is usually motivated by personal or successional issues. On the other hand, the sale or redeployment of some assets might occur, such as the sale of a specific product line or brand, or even a production line. Often a change in company strategy or focus or the need to generate capital for other investments can trigger the process of selling or exchanging assets.

Leme Partners´ structured approach provides all necessary frameworks to attend the critical aspects of a winning transaction at the right timing. Decisions to be made include the format of the sale, correct timing and the set of potential buyers.

A project conducted without the due preparation will lead to waste of time, rework, stress, frustrations and non-optimal commercial outcomes. Leme Partners provides adequate support in order to have such an important step of the company planned and executed with excellence.

Our Sell-Side Mandates are designed to emphasize the qualities and competitive advantages of our clients. Our dynamic way of working secures frequent feedback and interaction, always performed with care and extreme confidentiality.

Our advisory sales process includes:

• Understanding the goals of shareholders;
• Preparing Teaser and Valuation;
• Preparing materials for road shows with investors;
• Mapping of potential investors;
• Development of a negotiation strategy;
• Support with due diligence and organizing the data room;
• Negotiating final terms;
• Finalizing the agreement and financial close of the transaction.

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Buying the wrong company at the wrong moment might cause irreparable damage to the acquiring company's health. Moreover, the juridical structuring of the operation deserves special care, given the many ways in which an asset can be acquired and its taxation and patrimonial aspects worked out.

One possibility is an acquisition put forth by a leveraged buy-out, in which a significant percentage of the purchase price is financed through leverage. Typically, the assets of the acquired company are used as collateral for the amount financed. Another possibility is for the seller to finance part of the acquisition, allowing the payment to be made in installments. Finally, investment funds can be invited to bring in long-term capital in exchange for a stake in the company. Another possibility is management buy-out.

Our Buying Mandates are aligned with our customer´s strategic intents. Our working dynamics secure frequent feedback and interaction, always handled with care and within the highest levels of confidentiality

Our advice in acquisition processes includes:

• Understanding company strategy and shareholders objectives;
• Extensive industry research;
• Identifying target companies and the initial approach;
• Surveying relevant information from potential sellers;
• Defining the negotiation strategy;
• Valuation;
• Financial structuring of the transaction;
• Negotiating the final terms;
• Finalizing the agreement and financial closing of the transaction.

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Due to the complexity and time consumed in transactions of this nature, expert advice is essential, so that executives keep their focus on the day-to-day business. The main motivations driving merger operations are the synergies obtained when companies join together technological synergies, for example, create new products and expand capabilities. At an operating level, product manufacturing critical mass is gained and duplicate costs are cut down. Still, a merger process needs to be carefully structured so that all synergies are correctly assessed and work properly once the transaction is completed. The relationship of the new partners also needs to be clearly laid out through a shareholders' agreement regulating the rules of governance and solutions for possible future divergences.

Our advice on mergers includes:

• Understanding company strategy and shareholders objectives;
• Valuing the companies separately as well as of the new company;
• Support with legal and accounting due diligence;
• Analyzing best practices;
• Setting goals and objectives for the merger;
• Finalizing the agreement, shareholders agreement and financial close of the transaction.

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In connection with the company management team, we designed a long-term perspective to define the route that the company will take in order to increase their revenues, profitability and market share, as well as strengthen their brand.

Leme Partners’ analysis is based on market expectations, the macroeconomic and operational assumptions defined in meetings with the company, under the conditions of competition in the sector and capital structure. Our methods to evaluate companies are widely accepted by leading financial institutions worldwide, like the Discounted Cash Flow, multiples of comparable companies and comparable transactions in the sector. close

Strategic alliances, in turn, are company agreements which increase the commercial, operating or financial efficiency of those involved without creating a new company or corporate bonds.

Although not as complex as mergers, successful joint-ventures and strategic alliances call for careful analysis, detailed planning and accurate contracts to ensure the right working relationships. close

The processes of restructuring companies in crisis involve skills in corporate finance, tax, accounting, human resources, due diligence, fraud analysis, company and asset valuation and legal expertise. Leme Partners’ key professionals have many years of experience in complex restructuring cases in Brazil and abroad.

Our professionals work side by side with the client, assisting in the planning and implementation of immediate and vital actions for restructuring, impacting cash flow, income statement and balance sheet of the business in crisis.

Our Business Recovery services are:

• Operational restructuring;
• Financial restructuring;
• Turnaround planning and implementation;
• Crisis Cash Management;
• Advisory to lenders/investors;
• Advice on divestment;

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Our working capital management team has a track record of identifying, without exception, cash generation opportunities, which can restore value in the short term. Leme Partners’ restructuring experts specialise in deconstructing and reconstructing cash flows and trading statements to enable the identification and stabilisation of companies' core businesses.

The solutions that we use in such situations include:

• Business deconstruction/reconstruction techniques ;
• Optimisation of working capital – receivables, payables and inventory;
• Portfolio value optimisation, value creation and maintenance strategies;
• Portfolio reorganisation including full M&A and business exit services; and financial restructuring, options, evaluation and negotiation.

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Leme Partners has developed a service aimed to serve companies considering the possibility of a future sale or IPO and would like to organize themselves better and increase the probable sales value. For a few months, Leme Partners and the client will work intensely to increase the company's chance of making a better deal for the best possible price. close

Leme Partners offers a full range of corporate governance services, we help our clients to reach their lofty corporate development goals and to improve the transparency of their business. Our approach to is based on our professionals’ many years of practical experience, our own extensive methodological framework, and the use of best practice. Our experience and the constant fine-tuning of our methodology enables us to adapt our services to meet the needs and specific requirements of each individual organization.

We offer the following corporate governance services:

• comprehensive diagnostics and development of recommendations on improving corporate governance;
• Elaboration of a corporate development program;
• Diagnostics of corporate governance at investment targets;
• Improvement of corporate governance processes at subsidiaries;
• Development of a corporate governance code and other internal corporate documents;
• Development and implementation of a code of business conduct.
• Improvement of credit rating and corporate governance rating.

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