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Due Diligence & Transaction Execution

Diligence That Shapes the Deal, Not Just Reports On It

Averites conducts legal due diligence for acquisitions, investments, financings, and corporate restructurings, focusing on issues that can affect valuation, ownership, control, closing certainty, or post-closing exposure.

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OUR APPROACH

How We Advise on Due Diligence and Transaction Execution

  1. Scope Tailored to the Transaction, Not a Standard Checklist

    The scope of our review is tailored to the transaction and the business rather than based on a standard checklist. Depending on the circumstances, we may examine corporate ownership and capitalization, material commercial contracts, financing arrangements, intellectual property, employment and management matters, litigation, regulatory licenses and compliance, data protection, real estate, related-party transactions and change-of-control risks.

  2. Diligence Designed to Inform the Deal, Not Just Flag Issues

    Our objective is not simply to identify legal imperfections. Due diligence should inform the commercial decision and the transaction documents. We therefore assess the significance of material findings and determine how they should be addressed through transaction structure, valuation, conditions precedent, representations and warranties, indemnities, disclosures, covenants, escrow arrangements or pre-closing remediation.

  3. Vendor-Side and Transaction-Readiness Reviews

    We also assist sellers and companies preparing for investment with transaction-readiness and vendor-side reviews, including corporate cleanup, organization of transaction materials and management of the legal diligence process.

  4. Preparing and Negotiating Transaction Documentation

    Averites prepares and negotiates the principal documentation required to implement corporate transactions, including share and asset purchase agreements, business transfer agreements, shareholders’ agreements, investment and subscription agreements, joint venture agreements, disclosure letters and schedules, escrow arrangements, transitional services agreements, option arrangements, guarantees and other ancillary documents.

  5. Execution — Managing Conditions Precedent and Closing Mechanics

    As negotiations progress, execution becomes as important as documentation. We manage conditions precedent, corporate approvals, regulatory clearances, third-party consents, signing formalities and closing deliverables and coordinate local counsel where completion requires interdependent steps in several jurisdictions.

  6. Involvement Through Signing, Closing and Beyond

    We remain involved through signing, closing and post-closing implementation, with the objective of ensuring that the legal structure ultimately delivered reflects the commercial transaction the client negotiated.

  7. Qualifications and Cross-Border Reach

    Our attorneys are qualified to practise law in the United States, England & Wales and Ukraine and combine top-tier international legal education with extensive cross-border transactional experience and recognition from leading legal rankings and professional organizations. We regularly advise on cross-border transactions involving the United States, the United Kingdom, Ukraine and other jurisdictions, combining sophisticated transactional execution with corporate, tax, competition, regulatory and disputes expertise.

  8. Involvement Across the Full Transaction Lifecycle

    Our lawyers remain closely involved throughout the life of a transaction, from initial structuring and preliminary negotiations through due diligence, definitive documentation, regulatory approvals, signing, closing and post-closing implementation. Our approach is driven by the commercial issues that ultimately determine the success of a transaction: ownership, control, valuation, liability, regulatory exposure, financing, management arrangements and exit. We identify these issues early and structure the transaction around them, rather than allowing them to emerge only after the principal commercial terms have been agreed.

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Precision across borders. Book a Meeting

New York c/o Chornous Law PLLC
30 Wall Street, 8 Floor
New York, NY 10005 Phone: +1 650 382 7764
London 124 City Road
London, England
EC1V 2NX Phone: +44 7405 138109
Kyiv 11 Panasa Myrnoho Street
Office 1/1
Kyiv, 01011 Phone: +380 63 148 27 37

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FAQ

Frequently Asked Questions

  • No. The scope of our review is tailored to the transaction and the business rather than based on a standard checklist. Depending on the circumstances, we may examine corporate ownership and capitalization, material commercial contracts, financing arrangements, intellectual property, employment and management matters, litigation, regulatory licenses and compliance, data protection, real estate, related-party transactions and change-of-control risks.

    • No. Our objective is not simply to identify legal imperfections — due diligence should inform the commercial decision and the transaction documents. We assess the significance of material findings and determine how they should be addressed through transaction structure, valuation, conditions precedent, representations and warranties, indemnities, disclosures, covenants, escrow arrangements or pre-closing remediation.

      • Both. We assist sellers and companies preparing for investment with transaction-readiness and vendor-side reviews, including corporate cleanup, organization of transaction materials and management of the legal diligence process.

        • We prepare and negotiate the principal documentation required to implement corporate transactions, including share and asset purchase agreements, business transfer agreements, shareholders’ agreements, investment and subscription agreements, joint venture agreements, disclosure letters and schedules, escrow arrangements, transitional services agreements, option arrangements, guarantees and other ancillary documents.

          • As negotiations progress, execution becomes as important as documentation. We manage conditions precedent, corporate approvals, regulatory clearances, third-party consents, signing formalities and closing deliverables, and coordinate local counsel where completion requires interdependent steps in several jurisdictions.

            • No. We remain involved through signing, closing and post-closing implementation, with the objective of ensuring that the legal structure ultimately delivered reflects the commercial transaction the client negotiated.

              • Our attorneys are qualified to practise law in the United States, England & Wales and Ukraine, combining top-tier international legal education with extensive cross-border transactional experience across these jurisdictions.