(Senior) Director, Sale and Purchase Agreement (SPA)

ph3Description /h3 h3About Alvarez Marsal /h3 pAlvarez Marsal (AM) is aglobalconsultingfirm with entrepreneurial, action and results-oriented professionals. Wetake a hands-on approach to solving our clients' problems andassisting them in reaching their potential. Our culture celebrates independent thinkers and doers who positivelyimpact our clients and shape ourindustry. The collaborative environment and engaging work—guided by AM's core values of Integrity, Quality, Objectivity, Fun, Personal Reward, and Inclusive Diversity—are why our people love working at AM. /p h3The Team /h3 pWe are seeking talented professionals at the (Senior) Director level to join our dynamic and highly experienced EMEA SPA services team. You would be joining our single integrated team with members based across EMEA and delivering SPA services to clients across all geographies. Our team provides both pre- and post-deal support across all sectors, working on a diverse range of transactions—from large, complex carve-outs to deals involving high-growth earn-outs. /p pOur EMEA SPA team works alongside our award-winning Transaction Advisory Group team, the largest practice of its kind outside the Big Four. Together, we provide end-to-end support throughout the mergers and acquisitions lifecycle, helping clients maximise value through enhanced deal negotiation, optimised purchase price mechanisms, and accelerated deal closures. /p h3Pre-deal /h3 pWe provide expert drafting, valuation and negotiation advice. Key areas include evaluating the financial impact of pricing mechanisms (e.g. Locked Box vs. Completion Accounts), assisting in the calculation of target net working capital, identifying cash and debt-like items, and preparing detailed completion mechanism memorandums. /p ul libSPA: /bWe advise on the financial and accounting aspects of SPAs, offering insights into pricing and adjustment mechanisms, relevant representations and warranties, and other accounting-related clauses and schedules, particularly those related to Completion Accounts, Earn-outs and Locked Box. /li libEnterprise to Equity Value Adjustments: /bWe assist clients in analysing and negotiating adjustments between Enterprise Value and Equity Value. Developing robust, defensible arguments and counterarguments to support proposed approaches during negotiations. /li /ul h3Post-deal /h3 pWe assist with post-closing price adjustment mechanisms, including Completion Accounts, Earn-Outs, and Leakage reviews. Our focus is on ensuring that value is preserved and/or realised through the effective execution of the relevant SPA provisions. /p ul libCompletion Accounts or Earn-Outs: /bWe support clients in preparing or reviewing Completion Accounts and Earn-out calculations, ensuring alignment with the relevant SPA provisions. Our team also assists during subsequent negotiations, providing in-depth analysis of the strengths and weaknesses of opposing positions and their strategic implications. /li libLocked Box/Hybrid: /bWe perform Leakage reviews to identify any value extracted by the seller, assisting in preparation of any claims and any subsequent negotiations. /li /ul h3How you will contribute /h3 ul libAdvisory Services: /bProvide expert advice on the financial and strategic implications of sale and purchase agreements. /li libNegotiation support: /bAssist clients in negotiating key financial elements of the purchase price and SPA terms. /li libFinancial analysis and testing: /bConduct in-depth financial analysis and testing to inform transaction and purchase price decisions /li libClient management: /bBuild and maintain strong client relationships, understanding their needs and providing tailored purchase price and SPA solutions. /li libCollaboration: /bWork closely with other departments to ensure seamless and comprehensive service delivery. /li libLeadership: /bManage and deliver end-to-end SPA advisory engagements with excellence. /li libBusiness development: /bStrengthen personal brand and contribute to initiatives that enhance market awareness of AM’s SPA Services practice. /li libPerformance management: /bDrive the learning and development of junior team members. /li libPractice development: /bSupport the creation and enhancement of resources, tools, and standards for the EMEA SPA team. /li libAI: /bChampion the use of artificial intelligence tools to deliver SPA advisory engagements /li /ul h3Qualifications /h3 ul libProven Expertise: /bDemonstrated experience delivering SPA services, ideally covering both pre-deal and post-deal phases. /li libCommunication Skills: /bExceptional written and verbal communication, with strong interpersonal abilities. /li libLeadership: /bAbility to lead and thrive within a high-performing team environment. /li libAdaptability: /bComfortable working in a fast-paced, dynamic setting. /li libTechnical Proficiency: /bExperience with AI tools and advanced data analysis solutions is a plus. /li libQualifications: /bStrong academic background and professional credentials such as ACA, CPA, or equivalent preferred. /li libLanguage Skills: /bFluent business-level English and Dutch are essential; additional European languages are highly desirable. /li /ul h3Your journey at AM /h3 pWe recognize that our people are the driving force behind our success, which is why we prioritize an employee experience that fosters each person’s unique professional and personal development. Our robust performance development process promotes continuous learning, rewards your contributions, and fosters a culture of meritocracy. With top-notch training and on-the-job learning opportunities, you can acquire new skills and advance your career. /p pWe prioritize your well-being, providing benefits and resources to support you on your personal journey. Our people consistently highlight the growth opportunities, our unique, entrepreneurial culture, and the fun we have together as their favorite aspects of working at AM. The possibilities are endless for high-performing and passionate professionals. /p /p #J-18808-Ljbffr