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Corporate Finance

Company transactions with a clear structure.

We advise owners, management teams and investors on disposals, succession and growth capital. Discreet, with a firm grip on process and valuation from day one.

€ 0m+

Enterprise value

0–9 months

Typical process

0+

Investor relationships

0%

Confidential

Two businessmen in conversation in front of the Frankfurt skyline
AI-generated

Mandates

Where we create value

Company disposals

Structured sell-side processes with a curated buyer list, real competitive tension and a valuation that holds up under scrutiny.

Succession solutions

For owners with no family successor: MBO, MBI, foundation structures or a partial sale.

Private equity

Minority and majority stakes, including management incentive schemes and governance that actually works.

Buy-side advisory

Target search, approach, valuation and negotiation for strategic buyers and platform investors.

Growth & acquisition finance

Debt and mezzanine packages for acquisitions, capex programmes and buy-and-build plays.

Valuation & fairness

Independent DCF and multiple-based valuations to ground negotiations and committee decisions in fact.

In detail

What sits behind each building block

The terms sound alike; the consequences don't. Click a building block for the full picture — key facts, process and the practical questions.

M&A: sell-side is not buy-side

On the sell-side it is about competition: several serious parties in parallel, clean documents, a timetable that creates pressure without looking desperate. Buy-side is the opposite — access to targets before they reach the market, and a valuation that still holds after integration. We work both sides, never in the same deal.

  • ›A valuation range, not a wish
  • ›A short, vetted investor list
  • ›Locked box or closing accounts

Bonds and promissory notes

A Schuldschein is quicker, cheaper to prepare and stays inside a small circle of savings banks, Landesbanken and insurers. A bond costs more lead time but brings publicity and a wider investor base. Which one fits depends less on volume than on balance-sheet quality and whether you intend to come back to the market regularly.

  • ›Schuldschein sensible from c. €20m
  • ›Size the covenant set realistically
  • ›Clear the rating question early

IPO: preparation decides

IPO readiness means consolidated accounts, quarterly reporting, governance and an equity story that survives the third investor meeting. Twelve to eighteen months is realistic. We usually suggest a dual track — the preparation is largely identical for a listing and a sale, and having the alternative in your pocket improves every negotiation.

  • ›Readiness check
  • ›Equity story and peer group
  • ›Dual track as a hedge

Private equity: structure before price

Funds often land at similar prices. The difference is governance, management participation, reporting, and what happens after year four. Minority or majority is not a matter of taste; it follows your capital need and how much control you are willing to hand over. We also judge houses by how they behaved in bad years.

  • ›Minority, majority or MBO
  • ›Management incentive and vesting
  • ›Exit view and holding period

Acquisition finance

Senior, unitranche, mezzanine, vendor loan — usually a mix. What matters is not maximum leverage but debt service in a weak year. We run downside cases with compressed margins before proposing a structure, and negotiate covenant headroom so one soft quarter doesn't trigger a breach.

  • ›Debt capacity from cash flow
  • ›Unitranche avoids intercreditor drag
  • ›Earn-out where the plan is contested

Strategy and financing advice

Sometimes the right answer is no transaction at all. A refinancing, a stretched capex plan or the sale of one activity solves the problem more often than the big move. We say so even when no mandate comes out of it — the reputation is worth more over time than a forced deal.

  • ›Valuation and business planning
  • ›Capital structure and refinancing
  • ›Restructuring before the crisis

Structure

Share deal or asset deal

The structure drives tax, liability and the buyer universe. We settle it before any outreach starts.

Share deal

Sale of the shares

Seller
Shares in the property company
Buyer
  • Contracts continue unchanged
  • Corporate DD is mandatory
  • RETT depends on the quota

Asset deal

Sale of the property

Seller
Land, building, leases
Buyer
  • Fresh depreciation base
  • RETT on the full price
  • Clean liability cut-off

Process

How a transaction runs

  1. Step 01

    Preparation

    We go through the figures, normalise where needed, and flag value drivers and deal breakers early rather than late.

  2. Step 02

    Documentation

    An anonymised teaser, an information memorandum, and a financial model built to survive due diligence.

  3. Step 03

    Market approach

    A quiet, parallel approach to a shortlist of strategic and financial investors.

  4. Step 04

    Indicative offers

    We compare price against structure, financing certainty and cultural fit before anyone gets shortlisted.

  5. Step 05

    Due diligence

    Data room, Q&A traffic, and keeping management's time free enough to still run the business.

  6. Step 06

    Signing & closing

    SPA terms, guarantees, earn-outs and closing conditions, negotiated to the end.

„A good sale process protects two things at once: the price and the company itself.“
Sabiene Münch · Managing Director, Fox Capital

FAQ

The questions we hear most

Short answers from day-to-day mandates – including when a neighbouring service is the better route.

What company size do you work with?

Mid-market focus from roughly EUR 10m revenue or an equivalent funding need. Below that, a bond or structured solution is usually too expensive for the volume.

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Bond, Schuldschein or bank club deal?

A question of volume, publicity and speed. The Schuldschein is discreet and fast, a bond costs more but creates visibility. We put the real costs side by side.

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How long does IPO preparation take?

Realistically 12 to 24 months. The bottleneck is rarely the story – it is reporting, governance and numbers that survive scrutiny.

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What does corporate finance have to do with our real estate?

Property sits on the balance sheet. Held at book value it locks up capacity; sale-and-lease-back or an asset-level facility releases capital without touching the shareholder structure.

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When does this become an M&A mandate?

As soon as shares change hands – succession, private equity entry or a bolt-on. We plan the financing structure alongside it.

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Documents

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Related services

How this connects to our other mandates

Most questions do not stop at one discipline. These are the neighbouring areas – and why they usually come up.

Real Estate Finance

Mezzanine, senior debt, whole loans, bridge and forward funding – structured and placed with more than 200 lenders.

  • ›Asset-level and corporate-level funding interact; we model both layers together.

Real Estate Transactions

Buying and selling assets and portfolios: off-market approach, valuation, bidding process and closing.

  • ›An asset sale can release the equity needed for the next corporate transaction.

Mergers & Acquisitions

Selling and buying companies and property holding vehicles – valuation, buyer selection, SPA and closing.

  • ›Acquisition finance determines which purchase price is actually sustainable.

Let's talk about your project.

Confidential, no obligation, and a straight answer either way – even if a transaction is not the right move right now.

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