M&A and Investments Deals
Due to the large history of transactions we have supported, our associates are well aware of all the subtleties of English law. This allows us to establish within each project that the transfer of assets from seller to buyer will be completely safe both at national and international levels.
Where a client’s transaction requires a tight schedule, we can involve up to 20 associates from our various practices onto this project.
Having expert auditors in our team enables us to also provide financial and tax audits:
- Analysing company’s economic and financial condition, verification of the reliability of information in the company’s financial statements
- Analysing the correctness of the calculation and payment of taxes, fees, payments, mandatory contributions, etc.
Our services
M&A transactions
Depending on the party we are representing, our associates monitor the following transaction stages:
- Group restructuring for the purpose of transaction
- Due Diligence / Vendor Due Diligence
- Preparing Term sheet
- Preparing Legal Opinion
- Preparing and implementing a transaction plan
- Execution of documents and closing
M&A Due Diligence
Advantages of a prospective project are always more apparent than its hidden risks. This, however, does not mean that such risks cannot be identified and, in prospect, mitigated, avoided or entirely eliminated.
We offer the following services:
- Analysing constituent documents, corporate internal acts, preparing recommendations to optimise your corporate relations and corporate structure
- Analysing company’s title to movable and immovable assets, financial placements in other companies
- Analysing company’s business activity with respect to any disputes with third parties, judicial proceedings, restrictions and/or encumbrances on disposal of property
- Revealing business risks, contingent claims from counterparties or state authorities
- Assessing risks of forfeiture of right to hold assets
- Checking availability of all required permits/authorisations (licenses, certificates, etc.)
Write to our specialist, and we will accompany you in the whole procedure
Our services
M&A transactions
Subject to the party we are representing, our associates monitor the following transaction stages:
- Group restructuring for the purpose of transaction
- Due Diligence / Vendor Due Diligence
- Preparing Term sheet
- Preparing Legal Opinion
- Preparing and implementing a transaction plan
- Execution of documents and closing
Legal Due Diligence
Advantages of a prospective project are always more apparent than its hidden risks. This, however, does not mean that such risks cannot be identified and, in prospect, mitigated, avoided or entirely eliminated.
We offer the following services:
- Analysing constituent documents, corporate internal acts, preparing recommendations to optimise your corporate relations and corporate structure
- Analysing company’s title to movable and immovable assets, financial placements in other companies
- Analysing company’s business activity with respect to any disputes with third parties, judicial proceedings, restrictions and/or encumbrances on disposal of property
- Revealing business risks, contingent claims from counterparties or state authorities
- Assessing risks of forfeiture of right to hold assets
- Checking availability of all required permits/authorisations (licenses, certificates, etc.)
Experts in the field
Projects
Kek Entertainment
REVERA's team of lawyers provided comprehensive legal support to GameDev studio Kek Entertainment in raising a second round of investment from South Korean venture fund Korea Investment Partners and their co-investors Woori Technology Investment Co., Kona Venture Partners, The Games Fund and Play Ventures.
Made On Earth Games
The REVERA team provided legal support for seed round of investment in Made On Earth Games, in which the lead investor was GEM Capital, with participation of US investment fund The Games Fund, as well as Raga Partners and Heracles Capital.
Investments from South Korea for Eschatology
The REVERA team accompanied a Cypriot PC and console game development studio in raising a Series A investment round of $11.3 million from a Korean video game publisher.
Hexacore attracts investments
Advising web-3 mobile game developer and publisher Hexacore on a seed round of financing from Scalo Technologies, including deal management, preparation and negotiation of transaction documents, closing and post-acquisition activities.
Mika Games invests in Hot Siberians
REVERA team provided support to Mika Games, a Cypriot investment company, on the financing of Hot Siberians studio. The comprehensive support included deal preparation, negotiations, closing and post-acquisition activities.
A deal involving Mika Games and Guli Games
Advising Mika games in the first round of investment in GuliGames: preparation of Term Sheets, due diligence of the target company, preparation of transaction documents. Assisting the target company in resolving corporate, contractual and labourissues to bring them in line with the investor's requirements.
AppCapital
Supporting a deal to set up a joint venture - a platform for providing astrological services through different communication channels (Facebook, WhatsApp, mobile application). Advising the client - an investor in the online application business AppCapital - required additional expertise in corporate law and intellectual property.
AppMagic
Advised a developer of a service for mobile app market analytics in an international transaction. The financing was led by GEM Capital, an international private equity and venture capital investment company, with the involvement of Vibranium VC, a Silicon Valley-based venture fund that specialises in investing in SaaS startups, and US performance-marketing agency RoasUp.
The deal between Owlcat Games and Another Angle Games
REVERA's client Owlcat Games has decided to expand its operations and take on the role of game publisher. REVERA supported a deal between the client and Another Angle Games, a Polish game developer, under which Owlcat Games will publish, promote and support a new game by Another Angle Games. REVERA's advice included preparation of the game publishing contract and participation in negotiations.
Buying a manufacturer of an ethnic street food
REVERA conducted Due Diligence of the target company on corporate and commercial issues in the interests of the investor. After Due Diligence, the lawyers prepared all necessary documents for the subsequent purchase of the company.
Dalkacom
Comprehensive support during preparation for the M&A transaction included Due Diligence as well as option issues and corporate procedures.
Epic Star
Comprehensive support during preparation for the M&A transaction included Due Diligence and sanctions compliance, as well as option issues and corporate procedures.
Developer of a mobile action game
REVERA’s lawyers conducted a comprehensive expertise of transferring IP rights to the company from its team members as well as assisted in a number of investment issues. The advice provided required a deep dive into the technical aspects of game development in order to formalize the IP more correctly.
Multi-jurisdictional group of IT companies
Supporting the client in obtaining investments from 4 investment funds from different jurisdictions, preparing documents for investment deals, structuring relations with R&D offices
Investor in the field of online applications
Supporting the establishment of a joint venture by companies from three countries, including drafting of loan agreement secured by the pledge provisions, an option agreement, a shareholders agreement, and a share purchase agreement, as well as share subscription agreements.
International Investment Hub
REVERA assisted the client acting as an investor in setting up SPV in Cyprus for the purposes of the future investments, as well as supported following two investment deals, including transaction documents drafting and structuring the deal over 3 jurisdictions
Acquisition of an i-gaming studio
Comprehensive legal advice on the Malta-Philippines-Cyprus deal, including drafting of transaction terms, preparation of non-competition and non-solicitation undertakings and corporate management customization.
Gambling group of companies sold
REVERA has accompanied the sale of a group of companies with a European license to operate an online gambling business. The deal included commercial negotiations, preparation of transaction documentation, IP transfer, approval of the transaction by the regulator of a European country
Structuring the investment deal for GameDev Studio
REVERA’s experts drafted a shareholder agreement and participated in lengthy negotiations to agree the terms between the founders and the investor. The investor in the deal was a large state-owned gaming corporation (one of the 50 largest in the world). We provided solutions for a wide range of issues: intellectual property, corporate and tax administration, incorporation and banking matters
Marketing platform-aggregator of requests
REVERA conducted a comprehensive Due Diligence of the company before the transaction, which covered such aspects as corporate history, commercial relationships and contracts, GDPR compliance, labour issues and IP. This resulted in recommendations to mitigate the identified risks.
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