Mergers and Acquisitions
Mergers and Acquisitions Advisory in the UAE
Buying or selling a business is the largest transaction most owners will ever make, and it is usually done once. The other side has done it before, has advisors, and knows where the value is hidden and where the risks are buried. Reflechir provides the financial, tax and transaction support that puts an owner-managed business on an equal footing, whether it is acquiring a competitor, selling to a strategic buyer or bringing in private equity.
The practice is led by chartered accountants who prepare accounts, valuations and tax returns for UAE businesses, so due diligence is done by people who know what the numbers should look like, and structuring takes UAE corporate tax, VAT and licensing into account from the first draft.
Sell-side support
- Exit readiness: reviewing the business as a buyer would, cleaning up accounts, contracts, licences and related-party arrangements before it goes to market.
- Valuation and pricing strategy: an independent valuation and a view on the range a buyer will pay, with the arguments to support the top of it.
- Information memorandum and data room: preparing the document that presents the business, and organising the financial and legal information buyers will ask for.
- Buyer engagement: managing enquiries, indicative offers and the due diligence process so it does not disrupt the business.
- Negotiation and completion: supporting price adjustments, working capital mechanisms, earn-outs, warranties and the completion accounts.
Buy-side support
- Target screening and approach: defining acquisition criteria, identifying and approaching targets, and assessing initial information.
- Financial due diligence: quality of earnings, normalised working capital, net debt, revenue and margin analysis, customer concentration, contingent liabilities and the reliability of the target's accounts.
- Tax due diligence: corporate tax and VAT exposures, transfer pricing positions and the tax consequences of the deal structure.
- Valuation and offer: what the target is worth to you, including synergies, and how to structure the offer and its conditions.
- Structuring and integration planning: share versus asset purchase, holding structure, financing, and the first hundred days of integration including accounting systems and reporting.
How the engagement works
M&A work is scoped by phase, with fixed fees for due diligence, valuation and documentation and, where agreed, a success element on completion. Reflechir coordinates with your lawyers on the sale and purchase agreement, with banks on financing and with the licensing authority on the transfer, acting as the single financial point of contact throughout. Confidentiality is maintained through non-disclosure agreements and controlled information release at every stage.
Why Reflechir
- Due diligence by accountants who prepare accounts: we know where the adjustments sit because we make them every month for our own clients.
- Tax structured in, not bolted on: corporate tax, VAT, business restructuring relief and transfer pricing are considered in the structure from the first term sheet.
- Owner-manager scale: deals from a few million dirhams upwards, handled with the same discipline as larger transactions.
If you are considering buying or selling a business in the UAE, contact Reflechir Consultancy for a confidential conversation about the process.