M&A Advisory
Buy-side and sell-side M&A advisory for cross-border transactions involving Iranian companies and assets.
Cross-border M&A involving Iran has a narrow pool of advisers who genuinely understand both sides of the table. We act for foreign buyers acquiring Iranian targets, Iranian shareholders selling to international acquirers, and groups carving out non-core Iranian operations. Every mandate is run with a sanctions-screening overlay and a clear path to capital repatriation.
What’s Included
Target Identification
Curated long-list and short-list of acquisition targets in your sector.
- Sector mapping
- Ownership analysis
- Financial filtering
- Discreet approach
- Pipeline management
Valuation
DCF, trading-comparables, and precedent-transaction valuations adjusted for Iran risk.
- DCF model
- Comparable companies
- Precedent transactions
- Country-risk premium
- Sensitivity analysis
Deal Structuring
Design share vs asset deals, earn-outs, and roll-over equity to bridge price gaps.
- Share vs asset
- Earn-out design
- Deferred consideration
- Roll-over equity
- Working-capital target
Negotiation Support
Lead or support negotiations with Iranian shareholders and management teams.
- Term-sheet drafting
- SPA negotiation
- Reps & warranties
- Indemnity caps
- Closing conditions
DD Coordination
Manage legal, financial, tax, and commercial DD streams under one project plan.
- DD project plan
- Vendor management
- Findings synthesis
- Issues list
- Pre-closing remediation
Closing & Integration
Run the closing mechanics and the first 100 days of integration.
- Conditions precedent
- Funds flow
- Completion accounts
- Day-1 readiness
- 100-day plan
How We Engage
Mandate
Agree the mandate, fee structure, and exclusivity.
Origination
Identify and approach targets or buyers under NDA.
Negotiation
Run term-sheet, DD, and SPA negotiations to signing.
Closing
Satisfy conditions precedent, exchange funds, and transfer title.
Integration
Stand up post-closing governance and the 100-day plan.
Run Your Iran M&A Process
Engage advisers who have closed cross-border Iranian deals end-to-end.
Make the purchase price conditional on verified economics
A share acquisition and an asset purchase can transfer different liabilities, licences, workforce obligations and tax exposures. Compare these consequences before signing exclusivity or assuming that the headline valuation is the amount payable at closing. Build a closing checklist covering permissions, ownership screening, funds availability and settlement acceptance. Completion accounts, debt adjustments, warranties and holdbacks should address actual findings rather than copy a standard international template.
What you receive
Evidence to prepare
- Purchase perimeter, ownership records and material liabilities
- Valuation assumptions and debt or working-capital adjustments
- Approval, settlement and post-closing integration dependencies
Engagement timeline
Planning estimates only. Confirm the schedule in the proposal; authority decisions, document availability and bank acceptance may change it.