◆ 06 · On-Market

Why look for a lawyer when you’re looking for a target

A corporate finance transaction is never the work of a single party. Lawyers, auditors, M&A advisors, banks and funds all see a sector’s deals go by, each from a different angle. Identifying them deal by deal is like placing five sensors on your market.

Five professions on every deal, five different questions

The data model systematically separates the five professions involved in a deal, because they do not answer the same question. The M&A advisor knows who is selling. The lawyer knows how the sector’s deals are documented. The auditor knows the sensitive points of comparable companies. The bank knows which risks its credit committee has already accepted. The fund knows which holdings it will have to sell.

M&A advisors Who holds the mandate? Lawyers Which clauses? Auditors Which sensitive points? Banks Who has financed this? Funds Who will sell? One deal
Fig. 1Five professions, five questions. Each profession sees the deal from a different angle.

What each profession reveals, and what it brings you

Profession What extraction reveals What it brings you
Lawyers The firms and partners who documented the sector’s deals: purchase agreements, warranties and indemnities, shareholder agreements Legal counsel who already knows your market’s standard clauses, and the usual counterparties
Auditors The firms and partners who ran financial, tax and HR due diligence Due diligence calibrated to the sensitive points of your business, with recent comparables
M&A advisors The firms and dealmakers who ran the sale or purchase, on the sell side or the buy side The likely holders of current mandates in your sector and your country
Banks The institutions and relationship bankers who financed comparable deals Lenders whose credit committee has already accepted your sector’s risk
Funds The funds and partners who invested, sold or refinanced in the sector Active investors, their exit horizons, and the holdings likely to be sold

The lawyer who documented four sales in your sector

Why look for a lawyer when you are looking for a target? Because lawyers, alongside M&A advisors, see a sector’s deals before they close. A lawyer who has documented four sales in your sector often knows about the next deals in preparation.

The same reasoning applies to the other professions. The relationship banker who took the financing of comparable acquisitions to credit committee knows which buyers are active in your market. A fund partner knows which holdings are approaching the end of their investment horizon, and therefore which sales are being prepared.

Two levels of reading: the firm and the people

For each profession, the model distinguishes two levels: the firm involved and the people who ran the file. The distinction is decisive. A law firm or a bank is a brand. The deal itself was run by two or three people: the partner who led the file, the director who executed it, the relationship banker who took the loan to credit committee.

LEVEL 1 · THE FIRM Law firm, bank or fund THE BRAND LEVEL 2 · THE PEOPLE The partner who led the file The director who executed it The relationship banker who took the loan to committee THESE ARE THE PEOPLE TO CONTACT
Fig. 2The firm and the people. The firm signs the engagement letter; two or three people run the file.

Sector experience belongs to these people, and they are the ones to contact. Writing to a firm’s generic address means starting the search for the right person all over again on every file.

Build your team from people who already know the sector

The same network helps you assemble the execution team: lawyers, auditors, lenders and investors chosen among those who already know your sector in the country concerned. On a cross-border deal, this is often what is most lacking.

There is no exclusivity. You keep your usual advisors if you wish; the network complements them where they lack sector references or a local presence.

A lawyer who has documented four sales in your sector often knows about the next deals in preparation.