Structuring the deal
An acquisition may be 100%, a majority or a minority, maybe followed by further tranches later. It may be structured as a share purchase or an asset purchase. It may be made by a Turkish existing company or Newco, or by a holding company in any European or other jurisdiction. The acquisition structure may be designed from the start to facilitate the desired exit strategy later.
The transaction price may be fixed, or depend on current or projected EBITDA, with variable elements depending on targets. The price for future tranches may be defined at the start or may depend on performance.
Existing management may be incentivised to stay or may be replaced by local recruitment or expatriate secondment.
The acquisition price may be financed wholly by equity from the new owner, or by a mix of debt and equity. The acquisition price is often expressed in US Dollars or Euro, even though the acquired business may be functioning in Turkish Lira, creating a currency risk.
How we can assist
We can discuss with you the reasons for each typical structure applied in Turkey: their tax consequences, the business effects, enforceability and pitfalls in the case of disputes.
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