Strategic, flexible, and valuation-driven support for successful transactions
No two deals are the same. Whether you are negotiating a merger, acquisition, divestiture, or investment, deal structuring is critical to aligning interests and closing the transaction. From cash and equity combinations to deferred or contingent payments, the right structure balances financial, legal, and strategic goals for the both buyer and seller.
At AN Valuations, we help clients design deal structures that create win-win outcomes. With years of experience across a variety of sectors and different deal types, we support you in structuring transactions that are commercially viable, strategically aligned, and supported by thorough valuation.
Deal structuring is the process of defining the terms and payment mechanisms of a transaction. It goes beyond price and includes how and when consideration is paid, how risks are allocated, and how value is distributed over time. Depending on the specifics of the deal, structures can include:
Each structure comes with its own implications for value, tax, accounting, and control. Factors such as the buyer’s financial constraints, the seller’s liquidity goals, future growth expectations, or post-deal integration can all influence structuring decisions.
Sellers often prefer certainty and immediate liquidity, while buyers may seek to reduce upfront risk through performance-based payments or equity issuance. Balancing these priorities requires expertise and not just in dealmaking, but also in pricing the risk associated with each structure.
AN Valuations supports companies, advisors, and investors in designing and pricing deal structures that align with their strategic and financial objectives. Our services include:
We work closely with deal teams, M&A advisors, legal counsel, and corporate finance professionals to integrate our structuring support into the overall transaction process.
✔️ Valuation-Led Structuring: Our structures are grounded in economic expectations and valuation principles and not just deal theory ✔️ Transaction Experience: We’ve supported cross-border deals, private equity investments, buyouts, joint ventures, and more over more then 2 decades. ✔️ Independent & Objective: Our assessments are unbiased and prepared to stand up to scrutiny from boards, regulators, and auditors ✔️ Flexible Support: We adapt to your transaction stage. This can be early strategic planning, negotiation support, or post-deal valuation ✔️ Pragmatic Approach: We balance analytical depth with business practicality to help you close your deal efficiently
What is deal structuring? Deal structuring is the process of defining how a transaction is executed. It includes what is paid (e.g. cash, shares, other consideration), how and when it is paid (e.g. upfront, deferred, contingent), and how risks and rewards are shared between the buyer and seller.
Why is deal structuring important? Even with agreement on price, the structure can make or break a deal. A well-designed structure aligns interests, helps manage tax and accounting outcomes, and ensures both sides are comfortable with risk and timing. Poor structuring can lead to disputes or failed deals.
What types of payments can be included in a deal? A deal can include various forms of consideration, depending on the agreement between the buyer and seller. Common components include cash paid at closing, deferred payments spread over time, and contingent payments or earn-outs that depend on future performance.
Other forms include payment in kind, such as services or non-cash assets, and equity-based consideration, such as shares or share options in the buyer’s company. In some cases, the seller may provide seller financing, effectively acting as a lender to the buyer. Additionally, deals may involve bonuses or retention incentives for key employees to ensure continuity and alignment post-transaction.
How do you value deferred or contingent payments? These are valued using discounted cash flow methods, probability-weighted expected return models, or Monte Carlo simulations. The goal is to reflect both the time value of money and the risk of non-payment or underperformance.
When should I engage AN Valuations for deal structuring? We can assist at any stage of your transaction. This can be from early-stage planning and negotiation to final valuation and documentation. Contacting us early allows you to evaluate multiple structures and avoid surprises later in the deal process.
Need a trusted partner for deal structuring? Whether you’re buying, selling, or advising on a complex transaction, AN Valuations can help you structure and value your transaction with strategic insight and technical accuracy. Get in touch with us.