Mr. Pere Casanova González, as Economist Business Consultant, was educated in Business Administration and Management, and additionally in Financial Management, in Barcelona universities.
Experienced in business consultancy, accountancy and tax advisory, business plan development, company restructuring, financial statements analysis, business reporting, financial services, M&A transactions consultancy, Real Estate advisory and brokerage, due diligence, expertise in economic reports oriented to court issues, and others.
In 1994, he joined the recognised lawyers and economists firm “Brosa, Abogados y Economistas”, being partner of the company. Since then till now, he has got a large experience dealing with business matters, all of them developed in a very broad range of scenarios. It should be pointed out his wide point of view thanks to many years working closely with lawyer teams.
Membership in prof. associations: Col.legi d’Economistes de Catalunya (Official Catalonia Economists Association)
Countries of work experience: Spain, USA, Poland, Romania, France, The Netherlands, Italy, Brazil, Switzerland, Hong Kong, etc.
Pere Casanova González joined CBA as Economist and Business Consultant in January 2022.
Dr. Vishal Gandhi is founder & CEO@ BIORx Venture Advisors Pvt. Ltd and Chief Ideator @ IHA. He has an overall 22+ years of strong experience of deal making in terms of Investments, Mergers and Acquisitions and due-diligence process focused on healthcare & allied sectors (ed-tech & agri sector).
He has a PhD degree in management, an MBA, EMBA, and M.Sc. in Biotech.
He is amongst the top 20 dedicated healthcare investment bankers in the country. He has helped over 100 private companies and few public listed companies and 12 foreign MNC into their India foray. He currently focusses venture creation, scale up and mentoring investable business models ranging from pharmaceuticals, biotechnology, contract research, medical devices, digital healthcare, hospitals including super and single speciality, agri-tech and ed-tec.
Memberships: All India Management Association
Countries of work experience: USA, UK, Australia, Singapore, and China
Dr Vishal Gandhi joined CBA as M&A Advisor and Management Consultant in India in January 2022.
Guillaume Bensussan - Educated at the University of Paris-Ouest La Défense (France), the George Washington Law School (USA) and the University of Paris II Panthéon-Assas (France). Guillaume specialises in Commercial Law with a focus on Intellectual Property, Trade Secrets and IT and has experience as an in-firm attorney in top-tier boutiques and law firms in France. He is an Attorney at Law with the Paris Bar [2015] and with the New York bar [2013] and has recently started his own firm in France which works fully digitally.
Guillaume joined CBA as Legal Advisor in France in March 2022.
The bids, mergers, acquisitions, and disposals that were reported by end of February 2022.
It’s a slow start to the year for the Asia region, with start-ups raising $10.43 billion, a 34.2% decline compared to $15.86 billion raised in December 2021. Deal value slumped across the region with the largest drop in China of 53.1%, followed by more marginal drops of 8.8% and 15.5% across India and Southeast Asia.
Kuwait's National Aviation Services (NAS) said it had increased its stake in John Menzies (MNZS.L) for 32.1 million pounds ($43.61 million), taking its total ownership to about 19%, weeks ahead of a deadline to make another takeover offer for the British airport services group.
Australian financial conglomerate Macquarie (MQG.AX) is looking to buy a controlling stake in the gas transmission business of Britain's National Grid (NG.L), which could value the division at more than $10 billion, Bloomberg News reported.
Brazilian power company Neoenergia SA (NEOE3.SA) has put up for sale its 10% stake in Norte Energia, which runs the hydroelectric power plant of Belo Monte in the Amazon region, it said.
French media company Vivendi (VIV.PA), in which billionaire Vincent Bollore has the biggest individual stake, is considering raising its cash offer for Paris Match magazine owner Lagardere (LAGA.PA), as Vivendi progresses towards a Lagardere takeover.
U.S. sports merchandise retailer Fanatics said it had acquired 118-year-old Mitchell & Ness, known for its jersey replicas and streetwear, along with American rapper Jay-Z and other celebrities.
DuPont (DD.N) said it would sell most of its mobility and materials business for $11 billion to Celanese Corp, as the industrial materials maker continues to tweak its portfolio to focus on high-margin operations.
Brazilian energy company Energisa Transmissao de Energia SA (ENGI11.SA) said it has agreed to acquire power transmission company Gemini Energy SA in a deal worth around 822 million Reais ($158.94 million).
Brazilian payment processor Cielo SA (CIEL3.SA) said it has agreed to sell its stake in U.S. firm Merchant e-Solutions Inc. to a unit of Integrum Holdings LP for up to $290 million, sending its shares sharply higher to six months highs.
Private equity firm Advent International Corp has acquired a 25% stake in Brazilian construction materials manufacturer Tigre Group for 1.35 billion reais ($262 million), both companies said, eyeing an expected infrastructure boom in the U.S. and Brazil.
Porsche Middle East’s order book bulges to highest in a decade. Luxury car maker forecasts strong 2022 on back of nearly 7,000 deliveries last year.
Warren Buffett said Berkshire Hathaway Inc's (BRKa.N) recent investment in Activision Blizzard Inc (ATVI.O) has been "no bonanza" for Berkshire and was made without knowing the video-game maker would receive a takeover offer from Microsoft Corp (MSFT.O).
U.S. cybersecurity firm NortonLifeLock Inc delayed the expected completion date for its buyout of London-listed rival Avast Plc (AVST.L) to April 4, saying it was awaiting regulatory nods in the United Kingdom and Spain.
Brazilian meatpacker JBS SA (JBSS3.SA) said it withdrew a proposal to acquire the remaining shares of its U.S.-based subsidiary Pilgrim's Pride (PPC.O).
UAE now the world’s biggest rough diamond hub, trading over $22.8bn in 2021
The UAE has increased its rough diamonds trade by 76 percent since 2015, overtaking Belgium as the world’s leading rough trade hub.
Expo 2020 Dubai visits nearing 15 million. The global event is nearing the 15 million visit mark with less than 40 days left.
Kuwait Airways adds small, long-range jets in Airbus order swap. Kuwait Airways chairman Ali Al-Dukhan says he had made it his top priority to restructure the deal.
Nestle’s CEO Says company still favours small and mid-sized deals. Nestle SA chief executive officer Mark Schneider said the world’s largest food and beverage company is more interested in small and mid-sized deals, though he wouldn’t rule out a larger acquisition.
CVC buys Lipton Tea owner from Unilever for $5B. Unilever Plc has agreed to sell some of the world’s best-known tea brands, from Lipton to PG Tips, to buyout firm CVC Capital Partners in one of the year’s biggest carveouts by a European company. Demand for tea has suffered in recent years amid a shift to flavourful herbal alternatives and artisan coffee.
Shareholder agreements enable owners to plan their company’s future - whatever unexpected events might befall it. These agreements assign ownership, set a value for company shares, dictate buyout terms, and outline how the company is to be managed. This detailed plan helps to eliminate surprises and minimize disagreements down the line.
Keeping It Inside
Often, businesses draft shareholder agreements to prevent owners from selling their stakes to outside parties or to restrict share ownership transfer upon an early abandonment of an owner’s obligations. An agreement typically requires that an owner who wants to sell to someone outside the company give remaining shareholders the right of first refusal, or an option to buy the shares at a certain price.
This first-refusal provision may stipulate that a seller offers shares to the remaining owners at the same price and terms - including financing - offered by the outside party. The other owners typically are given 30 to 60 days to make their decision and arrange to finance. If they can’t match the outside party’s offer, they may have to accept the new partner.
Shareholder agreements also set up a succession plan to go into effect when an owner retires, dies, withdraws, or has his or her ownership terminated for cause. When owners die, their shares pass through their estates to their beneficiaries.
If there are no buy-sell provisions, beneficiaries aren’t required to sell their shares to the company. If they elect to sell them back, they can dispute the shares’ value. Or the beneficiaries may choose to sell to an outsider - or to keep the shares and take an active role in the business.
Buy-sell provisions in the shareholder agreement protect remaining shareholders by requiring them or the company to buy back shares from the deceased owner’s beneficiaries at a predetermined price per share. Carefully worded buy-sell language also eliminates tax consequences when a company elects to redeem the shares of a deceased owner.
Other Valuable Functions
Shareholder agreements might also discuss:
• Owner compensation, work benefits, and retirement benefits,
• The percentage of shareholder votes required to approve major decisions such as electing directors,
transferring or issuing new shares, borrowing funds, or making large capital expenditures,
• Methods for resolving owner disagreements and disputes - including provisions for the departure of shareholders and procedures for enforced share sales,
• Shareholders’ responsibility is to lend the company money if it can’t find conventional financing to buy back shares.
Attorneys, CPAs, and business insurance agents can assist you in drafting your shareholder agreement. This expert advice will help ensure that every owner’s interests are represented fairly, and that the agreement will hold up in court if a dispute ever escalates to litigation.
Plan for Peace
Whether your company is still in the planning stages, has been in business for years, or is combining with another company, it’s a good time to consider writing a shareholder agreement. This document can help you deal with whatever comes your company’s way - and preserve the peace while doing it.
By Young Bebus, Managing Broker, VR Mergers & Acquisitions in Minneapolis, MN
VR M&A Advisors are Alliance Partners of CBA Cross Border Associates
Dr. Christoph Rohloff is C-level management consultant for complex Post Merger Integration and Change Management projects. Following his career as conflict analyst, Christoph entered business as Assistant to the BoM, Business Development and Managing Director UK in the machinery industry. He led international restructuring and M&A projects.
Since 2003, Christoph is consulting organisations hands-on on how to successfully realise complex change and transformation projects. His focus is on international Post Merger Integration projects.
Since 2009 Christoph is also teaching Post Merger Integration Management at the EBS Wiesbaden and the HHL Leipzig and has published widely on Post Merger Integration topics.
Education in brief: B.A. Comparative Culture Studies, Sophia University Tokyo; M.A. Political Science, History, Japanese Studies, Univ. Heidelberg; Executive M.B.A. Entrepreneurial Management at Steinbeis Univ. Berlin; Dr. phil. at Univ. Duisburg-Essen (“Conflict and systemic change”).
Other Training in brief : Business Mediator; Systemic Consultant, Change Management Consultant; Post Merger Integration Consultant, Design Thinking, Group Dynamics, and Risk management.
Countries or work expertise are Germany, Austria, Switzerland, Netherlands, France, Italy, Saudi Arabia, UK, and the U.S.A.
A knowledgeable and experienced M&A deal team can help facilitate and streamline the business sale process-from due diligence to negotiations to the execution of agreements and other post deal transactions. Whether you're buying or selling a company, consider the following to help ensure your team will be a winning one.
Choose members wisely
Some of the most important decisions you'll make in the process concern selecting professionals to help with your M&A. A deal team may consist of financial and legal experts or you may need to expand the team to include - depending on the size and scope of the deal and your industry-specialists from fields such as government and environmental regulation, human resources, risk management, information technology, and operations. Often, a business broker or intermediary will lead the team, helping to organize and package information from all certifiable sources and further negotiate the deal.
Your current legal and accounting advisors may be able to serve on your deal team and recommend M&A experts to work with you. When evaluating potential advisors, consider such factors as their:
• Experience with transactions similar to yours in terms of size and industry,
• Success rate with previous clients,
• Number of engagements handled per year, and
• Professional affiliations.
Also investigate potential complaints of inappropriate or unprofessional behavior, which can be ascertained by contacting relevant regulatory agencies. And be sure these are individuals you can talk with honestly and who, in turn, take your concerns seriously. Once you've assembled your team, open communication and efficient information sharing will be essential to its success.
Guide your team
Because of increased concerns about fraud, financial misrepresentations and the profitability of consolidation, many buyers have intensified their due diligence and are demanding a more qualitative analysis of an acquisition target. They should be ready to devote time to the information-gathering and negotiation process.
As sellers come under intense scrutiny, they should put a deal team in place as early in the process as possible to enhance the value of their assets and prepare to prove their credibility. Any significant surprises uncovered by a buyer during the due diligence phase will almost certainly lead to a reduced offer.
Ensuring that team members understand the goals of a deal is critical. Buyers need to articulate their consolidation objectives-for example, whether theirs is a financial or strategic acquisition-and which of the target's assets are of greatest interest. Sellers need to communicate their selling price goals and unique value drivers and outline other issues, such as the protection of intellectual property and financial information.
Without clear guidance, conflicting views and opinions among the deal team could hamper its productivity and efficiency. You can avoid this by assigning tasks to specific individuals, based on their areas of expertise. And both sellers and buyers should consider forming due diligence committees. Comprising company executives and select deal team advisors, the committee should meet regularly to review the status and progress of the due diligence process.
Know your purchase agreement
Buyer and seller deal teams also will be instrumental during the negotiation process. The teams can help outline the structure of the deal, purchase price, financial terms, integration and any potential "deal killers."
Once the parties have come to an agreement, the deal team will prepare and review the purchase agreement's terms and conditions. For example, the team may work through actual conditions that may arise and run model purchase price adjustments using anticipated inputs, such as how current assets and current liabilities are defined.
The deal team must be prepared to include additional stipulations into the purchase agreement to solve issues that will affect the final purchase price, such as a valuation of a piece of intellectual property. Once the purchase agreement is signed, the team will continue to work together through any regulatory consent processes and assist, as necessary, with the process of merging finances, operations and other systems. The deal team also can help ensure that the terms of the transaction are carried out.
Start building yours
The process of buying or selling a business can easily distract owners and executives from important day-to-day operations. An efficient deal team can help by focusing your transaction goals at every phase-from pre-negotiation to integration.
By Omar Garcia
Managing Partner, VR Mergers & Acquisitions in San Antonio, TX. U.S.A.
Dr. José Gonzaga Rosa is an Economist and Capital Markets Practitioner. We take this opportunity for a brief snapshot of the portfolio of the CBA Associate that joined our Global Alliance in November 2021, located in Lisbon, Portugal.
In M&A, José Gonzaga Rosa currently has sale mandates in the packaging and moulding industry, aluminium solutions for construction and industrial applications, marble exploration and product development, to name a few.
In private debt, José is seeking senior loans for a global leader in paper towels.
In real estate, he has an experienced real estate broker on his team who frequently comes across opportunities in distressed areas, usually triggered by non-performing loans.
In the capital markets, he is responsible for originating deals in bonds and commercial paper and has discussions with asset managers (insurance companies, pension funds, discretionary asset managers) on the distribution of commercial paper and fixed income securities, both rated and unrated (80% Spanish issuers).
All in all, José is looking forward to triggering business opportunities in M&A debt, both with private equity/asset managers and industrial companies.
Here is the business profile of Dr. José Gonzaga Rosa for easy reference https://cba.associates/associate/dr-jose-gonzaga-rosa-mergers-and-acquisitions-adviser/
A 55-year-old fully licensed bank is for sale in Cyprus. See more here: https://cba.associates/mandate/eu-bank-for-sale-in-cyprus/
