M&A · Exit Strategy · Private Equity

M&A · Sale and Purchase
of Companies

Andorra · Barcelona · Madrid · Toulouse

Strategic and comprehensive support in sale-purchase, merger and exit transactions. From preparation to closing. For startups, funds, investors and family businesses that want to execute the transaction correctly.

4
Jurisdictions
360°
Coverage
Discretion
🔍
Comprehensive Due Diligence
5 coordinated pillars: legal, tax, accounting, real estate and technical with architects and engineers.
📋
SPA and negotiation
Drafting and negotiation of the contract, warranties, earn-out and indemnities.
💶
Tax structuring
Optimisation of price, structure and post-transaction planning across all jurisdictions.
🚀
Exit strategy for startups
Exit preparation from early rounds. Compatible with VC and PE structures.
Available in:
Our approach

Beyond the contract:
a well-executed transaction

A poorly prepared M&A transaction can destroy in weeks the value built over years. Our work begins before there is a buyer and ends after closing.

We combine the strategic vision of an advisor with the technical rigour of a firm backed by the Jurisserv network: lawyers, tax advisors, accountants and technical experts coordinated internally for each transaction.

Confidential consultation →
When to prepare the exit?
Ideally 12-18 months in advance. The vendor due diligence, corporate cleaning and prior tax structuring make a difference in the final price and in the speed of the process.
Do you also cover buy-side?
Yes. We accompany both the seller and the buyer. On the buy-side, due diligence and SPA negotiation are the two fundamental pieces to protect the investment.
What about international transactions?
The Jurisserv network covers Andorra, Spain and France from a single point of contact. For transactions involving other jurisdictions, we work with selected correspondents.
Do you also do technical due diligence?
Yes. We coordinate architects, industrial engineers and experts for the technical part. The risks of a transaction are not only legal and financial.
The 3 phases

Preparation, execution
and closing

We cover the transaction from start to finish. In each phase, the firm’s services work in a coordinated way.

01
🔭
Preparation
Before going to market. Good preparation multiplies the price and protects the seller.
Business valuation
Vendor due diligence
Prior tax structuring
Information Memorandum
NDA and confidentiality
02
⚖️
Execution
Due diligence, price negotiation and drafting of the definitive documentation.
Comprehensive due diligence (5 pillars)
Term Sheet and LOI
Price and NWC negotiation
Drafting and negotiation of the SPA
Warranties and indemnities
03
🏁
Closing and integration
Signing, closing and post-transaction planning to maximise the result.
Notarial signing and closing
Earn-out and deferred price
Post-acquisition tax planning
Corporate integration
Non-compete agreements
Who we work with

Three profiles,
one same requirement

🚀
Startups and founders
Exit preparation from early rounds. Documentation compatible with VC/PE standards, shareholders agreement oriented to exit and tax structuring of the result.
Seed · Series A · Exit
🏦
Funds and investors
Complete due diligence before closing the investment, SPA negotiation with robust warranties and divestment planning from day one.
VC · PE · Buy-side
👨‍👩‍👧
Family businesses
Business transmission with sensitivity to the personal and wealth dimension. Coordination between the sale transaction and post-sale estate and wealth planning.
Transmission · Succession
Process

From first contact
to definitive closing

01
Confidential consultation
Analysis of the transaction and objectives. NDA from day one.
02
Valuation
Business valuation and prior structuring.
03
Due Diligence
5 pillars: legal, tax, accounting, real estate and technical.
04
SPA
Negotiation and drafting of the contract, warranties and conditions.
05
Closing
Signature, notarisation and fulfilment of conditions precedent.
06
Post-transaction
Integration, taxation and wealth planning.
FAQ

Frequently
asked questions

First confidential consultation free of charge.

Confidential consultation
When should the exit start being prepared?
+
Ideally 12 to 18 months in advance. Prior preparation (vendor due diligence, corporate cleaning, tax structuring) can make a significant difference in the price and in the speed of the process. The sooner you start, the more options are on the table.
What differentiates a good due diligence from a mediocre one?
+
That it goes beyond the documents. The most relevant risks of a transaction are not always in the contracts: they may be in the actual state of the facilities, in non-provisioned labour contingencies or in latent tax risks. That is why we coordinate architects, engineers and technical experts together with the legal and financial team.
Do you cover transactions with international buyers?
+
Yes. The Jurisserv network allows coordinating the legal, tax and labour aspects in Andorra, Spain and France from a single team. For operations with parties in other countries, we work with selected correspondents for each jurisdiction.
Can you structure the exit of a startup with VC investors?
+
Yes. We design the exit documentation from the beginning to be compatible with venture capital standards: shareholders agreement with drag along and liquidation preference, price and payment structuring, and coordination with existing funds in the cap table.
Confidential consultation

Your transaction,
well executed

First confidential and free consultation. We present our support proposal adapted to the transaction in less than 48 hours.

📞 +34 684 10 10 41
✉️ hola@emindsetlaw.com
🏛️ Backed by Jurisserv, for multi-jurisdictional operations we coordinate with the full network. See also on Jurisserv →
Confidential M&A consultation
Total discretion · Response within 48 hours
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