Joint Ventures & Strategic Partnerships
can arise for a number of different reasons and purposes, and can be structured in a variety of ways. We are highly experienced in giving clients the very best advice in relation to the many and varied elements of such arrangements
Strategic Rationale:
- Motivations & Constrains
- Risks & Opportunities
- Strategic/Investment Goals
- Build-Buy-Ally Analysis
- Partnership specific Goals
- Strategic Case:
- Desired Business Model:
- Vertical Cooperation
- Horizontal Cooperation
- Project Cooperation
- Functional Cooperation
- Desired Design:
- Strategy & Scope
- Control, Governance and Organization
- Accounting & Financial
- Legal Structure
- Desired Ownership Structure:
- Non-Equity Corporate Alliance (Contractual Arrangement)
- Equity minority Investments
- Equity Joint Venture
- Desired Business Model:
Partner Screening, Scouting & Selection:
- Screening Criteria
- Desk Research and Analysis
- Scouting & Filtering Potential partners
- Select Candidates
Partner Engagement:
- Partner Approaching (Draft and Execute NDA)
- Strategic Partner High Level Due-Diligence
- Strategic, Financial & Cultural Compatibility
- Business Case and Preliminary Valuation
- Negotiation Strategy & Template
- Draft & Execution of Letter of Intention (LOI)
Deal Structuring and Closing:
- Detailed Due-Diligence
- Definitive Business Case & Valuation
- Joint Development Business Plan
- Partnership Governance
- Draft of Partnership Agreement (JVA in case of Joint Ventures)
- Internal Approvals
- Negotiation & Agreement Closing
- Communication: Internal and Market
General Considerations:
- Dispute Resolution
- Methods for Contributing Assets
- Competition & Anti-Trust Law
- Foreign Ownership Restrictions
- Employee Transfers and Benefits
- Exit & Termination:
- Transfer of Interest
- Intellectual Property Considerations
- Covenants Not to Compete