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Case study · Publishing

Protecting investor value through complex deal structuring

A private investor involved in the sale of their significant minority position in a publishing company with an enterprise value of approximately £50m faced a significant challenge with value leakage. We were brought in to assess the structuring challenge, design potential solutions, identify leading sector experts and coordinate their advice. The resulting approach prevented more than £5m of value leakage and protected the investor’s return.

ProvesSpecialist structuring to maximise client returns
Client
High net worth private investor
Engagement
Specialist structuring advice and adviser coordination on a c. £50m enterprise value publishing transaction
Stacks of books and open cardboard boxes of books on a packing table, with shelving behind them.
The situation

The way the deal was structured mattered to the investor’s eventual return.

The transaction involved complex structuring issues with a material impact on the value the investor would retain. The headline enterprise value alone did not resolve those issues.

The challenge required specialist input and a coordinated approach to the different issues. Our role was to assess the problem, bring in the right expertise and work with the investor and advisers to develop a practical structure that addressed the risk of value leakage.

Services
  • Transaction structuring
  • Specialist advisory
  • Expert selection
  • Adviser coordination
  • Value preservation
What we did

Four steps, in order

  1. The structuring challenge

    We assessed the issues giving rise to the risk of value leakage and their implications for the investor. This focused the engagement on the parts of the transaction structure that mattered most to preserving value.

  2. The specialist team

    We identified leading sector experts to advise on the complex issues involved. Bringing the right expertise into the process helped the investor access advice suited to the particular transaction and its structuring requirements.

  3. Coordinating the advice

    We worked with the investor and specialist advisers to bring their input together. Our role was to help navigate the interlocking issues and translate the advice into a practical approach to the transaction.

  4. The structure and investor return

    We helped develop a structure designed to address the value leakage challenge and protect the investor’s return. The resulting approach prevented more than £5m of value leakage in the transaction.

What the structure protected

Value kept, not leaked

The way the deal was structured decided how much of the headline value the investor retained. The coordinated approach kept more than £5m from leaking away.

£5m+of value leakage preventedc. £50m enterprise value
  • £5m+ of value leakage prevented
  • c. £50m enterprise value
The segment is drawn at the stated minimum of £5m against an enterprise value of c. £50m.
Where it got to
c. £50m
Enterprise value of the publishing transaction
£5m+
Value leakage prevented through the resulting structuring approach

The coordinated structuring approach resolved a material value leakage challenge and preserved more than £5m of value. It gave the investor a practical solution to a complex issue within a transaction with an enterprise value of approximately £50m.

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