Senior Advisor, Mergers and Acquisitions - M&A Job
Work Location:
KSA > Riyadh
An exciting opportunity is available for Principal Advisor, M&A Reports to, Head of M&A located in Riyadh.
Job purpose:
- Support Tasnee’s M&A and divestment strategy by sourcing, evaluating, and executing M&A transactions, entry into new asset classes via acquisitions and divestments of existing businesses through private negotiations or auction or IPO route.
- Support in driving the IPO process for listing Tasnee ‘s businesses as approved by its Board for listing to to the Main Market (Tadawul) or Parallel Market (Nomu).
- Support joint venture (“JV”) negotiations with both existing partners (in the context of e.g., re-negotiating existing partnership agreements, restructurings, buy-outs etc.) as well as potential new JV partnerships in the context of ongoing growth projects.
- The overall impact of work for TASNEE will account for ~30% of the impact of supervisor, which corresponds to SAR 1.5b.
Role responsibilities:
- Formulate M&A strategy, roadmap and targets.
- Monitor M&A activity in sectors Tasnee has businesses in; keep track of deal flows and trends in the M&A market, maintaining an active network of investment bankers and corporate M&A professionals.
- Stay up to date with developments in existing industries (petrochemicals, titanium and downstream) and adjacent sectors.
- Monitor and evaluate existing portfolio of Tasnee businesses / assets and subsidiary companies to identify strategic bolt-on growth opportunities, divestment opportunities, develop M&A-related growth / exit strategies and communicate recommendations to Tasnee executive leadership as appropriate.
- Partner with cross-functional teams to build-out new business opportunities from concept to deal stage.
- Working collaboratively with colleagues in Strategy & Growth (“S&G”) as well as across SBUs, contribute to the development of Tasnee corporate and business strategies, by providing insights on potential M&A activity which could be relevant to / supportive of overall Tasnee direction and corporate objectives. Help formulate actionable M&A initiatives and take leadership of initiatives related to M&A and divestitures.
- Negotiations with existing JV partners
- Monitor M&A activity in sectors Tasnee has businesses in; keep track of deal flows and trends in the M&A market, maintaining an active network of investment bankers and corporate M&A professionals.
- Stay up to date with developments in existing industries (petrochemicals, titanium and downstream viz. plastics conversion & processing, lead & batteries) and adjacent sectors.
- Monitor and evaluate existing portfolio of Tasnee businesses / assets and subsidiary companies to identify strategic bolt-on growth opportunities, divestment opportunities, develop M&A-related growth / exit strategies and communicate recommendations to Tasnee executive leadership as appropriate.
- Partner with cross-functional teams to build-out new business opportunities from concept to deal stage.
- Working collaboratively with colleagues in Strategy & Growth (“S&G”) as well as across SBUs, contribute to the development of Tasnee corporate and business strategies, by providing insights on potential M&A activity which could be relevant to / supportive of overall Tasnee direction and corporate objectives. Help formulate actionable M&A initiatives and take leadership of initiatives related to M&A and divestitures.
- Negotiations with existing JV partners
- Stay up to date with developments in Tasnee JVs; periodically review JV board presentations and minutes of meetings, interview board secretaries and Tasnee representatives on JV boards to understand key issues!
- Be informed of the JV agreements in place; considering also Tasnee corporate and business strategies, advise Tasnee representatives on JV boards and Tasnee executive management on potential opportunities to re-negotiate key terms, when / as applicable e.g., buy-outs, exits, change of partnership terms etc.
- Support (or lead, depending on specific circumstances) negotiations with JV partners by formulating a negotiation strategy, aligning across Tasnee representatives on JV boards, Tasnee executive management, SBU management and corporate functions; engage advisors as required to support analysis and negotiations.
- Respond to ad hoc requests for support from SBUs in terms of specific JV negotiations.
- Negotiations with potential new JV partners and establishment of new JVs
- Closely coordinate with S&G, SBU and Technology & Innovation (“T&I”) department leaders in relation to large growth projects which require formation of new JVs.
- Formulate the concept for the new JV; articulate the interests / contributions of the JV partners; conduct preliminary analyses to identify key negotiation levers for all JV partners.
- With the support of internal and external legal counsel and financial advisors, negotiate shareholders’ agreements, articles of association and other key / constitutional JV documents; support other company functions in negotiating license agreements, marketing and offtake agreements and other project documents as well as finance documents (e.g., bank agreements)
- Drive end-to-end M&A and divestiture process (private negotiations / auction).
- Organize and lead internal deal teams consisting of M&A associates and analysts, SBU specialist and Corporate Core function representatives to effectively execute M&A transactions and ensure smooth integration into existing operations.
- Concept definition (both buy- and sell-side): devise deal thesis (i.e. deal rationale and value creation levers), prepare potential target / buyer description; conduct target / buyer screening and prepare a long-list of potential opportunities / buyers; conduct preliminary financial analysis and valuation; prepare risk register and project roadmap; select and appoint external advisors (if necessary)
- Option selection (both buy- and sell-side): conduct preliminary screening and select a short-list of potential targets / buyers; update financial analysis and valuation; perform synergies evaluation and prepare high-level negotiation strategy. For sell-side projects, select divestment approach e.g., private negotiations with short-listed potential buyers, auction process etc
- Deal execution (buy-side): select advisors, initiate contact with target company. Prepare NDA/ letter of interest, update risk register and project roadmap. Coordinate overall communication with advisors and target. Prepare and present non-binding initial offer based on preliminary information available. Conduct financial/ legal/ commercial/ tax/ HSE/ technical/ operational/ forensic/ HR/ due diligence; review due diligence results and prepare internal (consolidated) due diligence report. Update and detail out financial model / valuation based on DD results; prepare and evaluate potential deal structures; update senior management and Board as needed on transaction progress, key deal issues and milestones.
- Deal execution (sell-side): Support the selection of advisors; coordinate with SBUs and support functions in preparation for sale; collect necessary financial, legal, HR, marketing and operational information; review legal readiness for sale (shareholding structure, minority shareholder rights, ongoing litigation, tax issues, licenses, JV agreements, CMA and other regulator requirements, etc.); update risk register in light of detailed information collected during execution process, including e.g., accounting (write-off), HR, legal etc implications; develop mitigation measures for such risks; do necessary house-cleaning / preparation works e.g., cleaning up shareholding loans, simplifying shareholder structures / creation of special purpose vehicles (“SPVs”), carving out certain organizational functions etc. Develop valuation model and target price range. Prepare Information Memorandum; prepare data room, review and approve investor list; present valuation and expected target price range to Management; review offers received in light of target price.
- Negotiation (both buy- and sell-side): Manage sensitive internal and external relations. Review and discuss deal issues highlighted in due diligence results; in instances where a share swap is involved, review financial projections and relative valuation of both entities (acquirer and target). prepare bid proposal, including funding and financial structure, prepare potential / agreeable deal structures and key contracts, lead negotiations with potential sellers/buyers; prepare purchase and sale agreement; negotiate warranties and representations, identify/ assess key disclosures; review output from negotiation rounds.
- Post-deal integration / carve-out (both buy- and sell-side): Prepare preliminary integration / carve-out and transition plan, support post-M&A integration / carve-out along with the respective SBUs - communicate integration / transition / implementation / carve-out plan, introduce control panels and progress reports, ensure transition into normal operations, update risk register and project roadmap. Coordinate with support functions / shared services to ensure that businesses in transition continue to receive necessary support during the transition; negotiate and enter into Transition Services Agreements to formalize such support requirement from buyer(s) and seller(s)
- Drive end-to-end IPO Process for listing to the Main Market (Tadawul) or Parallel Market (Nomu)
- Readiness and Application Preparations: Support in forming the transaction organization including forming of cross-functional core team, selection of Consultants as required viz. Accounting firm, Financials Advisor, Legal Advisor, Technical & Marketing Consultants, in conducting due diligence viz. legal, finance, business, developing equity story and financials projections, structuring of IPO company, readiness plan, carve-out plan, TSAs/SLAs preparations, etc.
- CMA Interactions and approvals: Support in documents preparations, white paper, prospectus, etc., periodic interactions, risk analysis, management / board presentations, public disclosures document preparations, etc,
- Early Investors and Research Analysts Engagement: support in early engaging with the investors & analysts to receive their feedback on equity story, offering structure, key terms, etc. incorporating the feedbacks and comments suitably, etc, marketing and roadshows, etc.
- IPO Listing: Support in press conference and launching of IPO, book building, and relevant support as needed.
Qualification and Requirements:
- University degree in Finance, Economics, Business Administration or Engineering with relevant experience in M&A and relevant financial aptitude
- MBA or equivalent post-graduate qualification internationally recognized university in Finance, General Management, Strategy
- Professional Qualification in Finance (e.g. CFA) is a plus
- 10+ years’ experience preferably in investment management or investment banking role
- Outstanding relationship management and negotiation skills
- Sound understanding of financial, legal and operational subject matters that come into play when preparing for or executing a deal.
- Sound understanding of IPO process from readiness, application preparation, CMA’s listing & offering requirements, analysts presentations, investor education, book building to subscription
- Excellent analytical, problem solving, and critical thinking.
- Business planning
- Financial analysis
- Leadership, planning and organizing.
- Strong local and MENA network, including strategy consultants, bankers, investors, corporate lawyers
Job Segment:
M&A, Relationship Manager, Financial, Investment Banking, Equity, Management, Customer Service, Finance