Strategy and Corporate Finance

Strategy and corporate-finance work ties a growth, partnership, buy, sell or restructuring decision to a file in which market reality and cash reality sit on the same page. In many organisations the strategy slide is bright and the valuation model is inflated with optimistic assumptions. That gap appears after signing. First we write which customer, which capacity and which capital are real. Only then is price discussed. Otherwise the deal buys a story.

The service is for family companies planning a generation change, for groups preparing a private-equity entry or exit, for buyers of a competitor or a supplier, for operations that must restructure debt in a cash squeeze, and for businesses seeking a foreign partner. Scale changes; the question does not. Who would join this business, why, and with what cash? The audience is not only an investment-banking desk. The board, the family council, the lender and operations must see the same assumption.

We start with the market definition, customer concentration, unit economics, debt contracts, the tax position and management capacity. Historic statements are not enough. Inventory, receivables, investment need and the quality of the close are read. A synergy claim does not sit on a separate page as an unevidenced sentence. Each claim has an owner, a date and a cash figure. A model built without that discovery looks like a seller teaser. It does not look like a buyer defence file.

Valuation is not a single-multiple game. Discounted cash flow, comparable transactions and an asset view sit on the same table, but the fragile assumption of each is written in the open. Working capital, maintenance investment, customer loss and a regulatory shock are put into the scenario. The phrase “perpetual growth” is not used without a reason. The price range is expressed as cash and risk management can carry, not as one magic number. The buyer or seller still decides. We do not hide the assumption.

The deliverable is not kept as a teaser plus a model file. It includes a decision note, an option comparison, a valuation book, a cash bridge, a risk and adjustment list, meeting notes and a twelve-week transaction calendar. The board receives a short yes-or-no page, the executive receives the working file, and legal and tax receive an issues list. The file then runs from the letter of intent to closing in the same language. A strategy text that stays on the shelf is not a deliverable of this service.

Financing structure is the unseen half of strategy. If equity, bank debt, supplier credit, earn-out and lease obligations do not sit on the same cash calendar, growth produces interest and collateral pressure. We place financial covenants, collateral gaps and prepayment cost next to the deal price. A loan that looks cheap can become expensive through a covenant breach. If restructuring is needed, cash is discussed first and the legal instrument second.

Due diligence is done to shrink surprise, not to legitimise a price. Financial, tax, commercial and selected operating headings run on one priority list. A quality-of-earnings review does not hide adjustments as “one-off”. Customer loss, stock waste, related parties and litigation are tracked separately. On the sell side a defence file is built early, because a note found late costs more than a discount. Diligence does not replace the lawyer. It organises the number the lawyer will use.

Timing should follow the market window, the audit calendar and any competition clearance. Opening a data room at season close, arguing adjustments in a tax-filing week, or binding the firm to a single buyer with no exit are common mistakes. Early preparation can remove most of them. Late preparation often does little more than legitimise a price already chosen. Our communication model is a short weekly status note and a written warning at critical thresholds.

People and culture are the break the model does not show. If a key customer relationship sits with one person, if production knowledge sits with a foreman and if finance depends on one colleague, value falls after closing. We do not leave that dependency as “integration later”. Ownership, incentives and the reporting line for the first hundred days are part of the deal file. In family companies the shareholders' agreement is as decisive as the valuation. An unwritten expectation later becomes a partnership claim.

In short, strategy and corporate finance exist to show the option, the price and the cash in the same language. We do not aim to make the organisation produce more slides. We aim to help it see the deal it will sign or will not sign. An independent view may be less glossy than the negotiation story. It produces fewer surprises on closing day. What we leave is not a multiple, but a decision file management can follow. The file is kept simple enough to be updated in the same language in the next round.