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department of deal structure & financing

How the deal is built, and who pays for what.

Structure is where risk gets allocated. Two deals at the same headline price can distribute the downside so differently that only one of them is worth doing.

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Where are you in the journey?

Start a private conversation with the Acquisition Concierge, already scoped to deal structure & financing. Choose the question closest to yours, or describe your situation directly.

Acquisition Conciergedeal structure & financing · orientation, not a substitute for your own advisors
Happy to orient you. Tell me about the transaction, roughly the size, what kind of company, and how you are thinking about funding it. I'll walk you through the mechanisms; the specifics need your own counsel and tax adviser.

Buyers negotiate hardest over price, and price is usually the least interesting term. What determines whether an acquisition is survivable is the structure: whether you bought assets or equity and what liabilities came with that choice, how much of the consideration is paid at closing against how much is deferred or contingent, what the debt costs and what its covenants require, and what the purchase agreement says happens when something you were told turns out to be untrue. This stage covers those mechanisms, what each does, what it costs, and which risk it is actually addressing. All of it is territory where you need your own transaction counsel and your own tax adviser; the Institute's role is to make you a well-informed client of both.

specialization areas

Building the transaction.

Three areas that interact constantly, the structure determines what can be financed, and the financing constrains what can be structured.

methodology

How this department investigates.

How the Institute helps at this stage. It does not give legal or tax advice, draft documents, or arrange or provide financing.

Structure orientationWhat asset and equity purchases each mean for liabilities, contracts, consents and tax, as background for the conversation with your counsel.
Capital stack literacySenior debt, seller paper, mezzanine, private credit and minority equity, what each costs and what it demands.
Assembling the deal teamWhich advisers this transaction needs, when each should be engaged, and the common hiring mistake for each role.
Reading a letter of intentWhich terms are genuinely binding, which are settled in the LOI in practice, and what exclusivity commits you to.
Risk allocationHow diligence findings become escrow, indemnity, earnout or a condition to closing, and which mechanism suits which risk.
Downside testingModeling debt service and covenants against underperformance rather than against the plan.
common questions

Structure and financing, the questions buyers ask.

Should I buy the assets or the equity?

It is genuinely fact-specific and one of the first things to put to your counsel and tax adviser, because the answer turns on entity type, jurisdiction, the liabilities involved and the tax position of both parties. The general tension is well known: buyers commonly prefer asset purchases because liabilities can be left behind and the basis position is often more favorable, while sellers commonly prefer equity sales for their own tax reasons and for a clean exit. What matters practically is that this is usually a negotiated trade rather than a free choice, a seller may accept an asset structure at a higher price, and the difference between the two positions is frequently bridgeable in money.

How much of the price is typically paid at closing?

Less than sellers expect and more than buyers would like. Beyond the cash funded at closing from your equity and senior debt, it is common for part of the consideration to be deferred, a seller note, an earnout, an escrow held against indemnity claims, and a working-capital settlement that adjusts the figure after the fact. The proportions vary enormously with the business and the market. What matters is that both parties understand early what the seller actually receives on the day, because a seller who has been thinking about the headline number can become difficult very late in a process.

What does a lender look at in an acquisition loan?

Cash flow first: whether the combined business services the debt with margin under a downside case, not at plan. Then the quality of the earnings supporting it, which is why lenders frequently want to see a quality-of-earnings report; the collateral available; your own equity contribution, since lenders want the buyer meaningfully exposed; and your credibility as an operator of this specific business. Expect covenants, leverage and coverage ratios tested quarterly, and read them as carefully as the rate, because a covenant breach in a soft year is a far more common problem than the interest cost.

When should our lawyer get involved?

Before the letter of intent is signed, which is earlier than many buyers assume. LOIs are largely non-binding on the commercial terms but usually binding on exclusivity, confidentiality and expenses, and, more importantly, the commercial terms recorded in them are very difficult to reopen later without appearing to renegotiate in bad faith. Retaining transaction counsel with genuine experience at your deal size before the LOI is signed is one of the highest-return decisions in the whole process.

Working through structure or financing?

Describe the transaction. The Concierge will orient you on the mechanisms and the deal team it calls for.

Acquisition Conciergeorientation · not legal, tax or valuation advice
Happy to orient you. Tell me about the transaction, roughly the size, what kind of company, and how you are thinking about funding it. I'll walk you through the mechanisms; the specifics need your own counsel and tax adviser.