Restructuring and turnaround management

Your concern

Existential questions in a crisis

If your entire company, a part of your company or an acquisition target is in crisis, you need answers to existential questions quickly: Should you dispose of or reorganise distressed operations? How can you ensure liquidity? What to do in case of over-indebtedness? How do you design restructuring concepts that are effective in the short term, but also have a long-term impact? Is it possible to reach a consensus among all those involved on how to implement the restructuring? How do you report to lenders, shareholders and employees, and how do you document progress to build trust? And what will the tax consequences of the restructuring be? We will find the right answers for your specific situation in a very timely manner. And even in the case of insolvency, we accompany entrepreneurs and insolvency administrators in the sale of companies when time is of the essence.

Our offering

Turning crises into opportunities

PwC’s restructuring specialists are familiar with corporate crises of all kinds, can provide effective support in overcoming them and have been doing so for decades. Clients often need to free up liquidity reserves in the short term. Liquidity statements have to be prepared, reporting and control instruments developed, and restructuring concepts drawn up, implemented and evaluated. In other crisis cases, white-collar crime has to be uncovered, arbitration reports prepared for court disputes and forensic investigations carried out. But there is also a lot that can be done in terms of prevention. We carry out intensive corporate health checks for early crisis detection and work with you to design customised crisis prevention concepts. We are at your side with our expertise. And rest assured that after working with our experienced teams, you will have more clarity on how troubled business units can become successful again and how you can avoid crises in the future.

Our promise

Trust and success for your company worldwide – even in the event of a crisis. Because our motto is: your deal is our deal. Working together, we will design the right deal for you, even in turbulent times.

Your concern

When disagreements arise after the closing

During the negotiations on the purchase contract, agreement was reached between the buyer and seller on a tight deadline. Now, after the closing of the M&A transaction, the agreed purchase price adjustment mechanism has to be implemented. Regardless of whether a classic closing accounts mechanism or a locked box mechanism has been agreed, the views between the parties often diverge afterwards. It can have a significant impact on the purchase price if the accounting of the acquisition target on which the due diligence was based was manipulated. Similarly, there may have been deliberately or unknowingly inaccurate information provided by the seller in the purchase contract or already during the due diligence phase. The post-M&A disputes resulting from such events are, depending on the provisions in the SPA, dealt with in arbitration roceedings, formal arbitration proceedings or before the courts. Both parties face fundamental questions. Was the closing balance sheet prepared in accordance with the relevant accounting standards and the SPA? Was there leakage during the locked box period? How big is the effect of balance sheet manipulation on the enterprise value? What damage was caused to the buyer as a result of inaccurate information provided during due diligence? We will help to answer precisely these kinds of questions either as adviser to one party or as arbitrator on behalf of both parties.

Our offering

When contracts are not honoured or IP rights are violated

Pacta sunt servanda, the principle of contractual compliance, is a foundation of private law. However, its interpretation by the contracting parties is often not congruent. Whether it is a matter of joint venture agreements, cooperation agreements, purchase, lease or supply contracts, we will support our clients in disputes before arbitration courts or public courts. In assessing the damage suffered, which often includes lost profits, we draw on our full range of professional and industry expertise. The same applies to advising our clients in connection with disputes involving patent or trademark infringement, which are becoming increasingly common. In doing so, we cooperate with colleagues from the valuation and forensic fields, who have in-depth experience in arbitration proceedings under various international arbitration rules as well as in disputes before public, Swiss and international courts.

Manager liability issues and disputes over corporate law claims often result in protracted litigation.

The issue of the liability of management boards, supervisory boards and managing directors in the event of intentional damage to the company or lack of due care has been attracting the attention of the public and investors, and not just since the most recent prominent cases. Claims under corporate law against founders or investors, such as those arising from liability for differences or liability for impairment of capital, can result from the German Stock Corporation Act (AktG) and the German Limited Liability Companies Act (GmbHG). In court, we support companies, D&O insurers or founders with convincing expert opinions on lost profits and the market value of contributions in kind or act independently as court-appointed experts. Here, too, we can draw on many years of experience and the full expertise of the PwC network. Reliability, accuracy and commitment are essential, especially in the event of a dispute. You can count on us: working together, we will find the right solution for your dispute.