Sales and Purchase Agreement – Manager

At PwC, we measure success by our ability to create the value that our clients and our people are looking for. Our reputation lies in building lasting relationships with our clients and a focus on delivering value in all we do. We re a network of firms in 157 countries with more than 208,000 people who are committed to delivering world-class capabilities and quality in assurance, tax and advisory services.

PwC Middle East Overview

Established in the region for over 40 years, PwC Middle East employs over 4,000 people across 12 countries: Bahrain, Egypt, Iraq, Jordan, Kuwait, Lebanon, Libya, Oman, Qatar, Saudi Arabia, Palestine and the United Arab Emirates. Complementing our depth of industry expertise and breadth of skills is our sound knowledge of local business environments across the Middle East region. Our tailored solutions help our clients meet the challenges and opportunities of doing business in the Middle East market, and beyond.

Responsibilities

Work with the FDD team to understand the key risk areas and value drivers of the target business in the context of an M&A transaction.

Analyze the impact of risks and value drivers on deal pricing (headline price or other adjustments) and construct and EV to equity bridge accordingly.

Review the legal transaction documents from a financial and accounting perspective including the sale and purchase agreement, shareholder agreement, disclosure letter, bid letter etc. In particular advise the client on the appropriateness of the pricing mechanic (locked box vs. completion accounts), financial indemnities and warranties and accounting definitions and principles.

Analyze a normal level of working capital of the business.

Other responsibilities include: internal management of the project (risk assessment, budget and cost recoveries, documentation etc.), practice development (such as internal and external training), etc.