Stone Leaf Capital
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Corporate advisory

The work is the document.

M&A advice, structuring and transaction support. The deliverable is the document the deal closes on — not the process.

On this line

On a sell-side, we run the information memorandum, the bidder process and the term-sheet negotiation through to signing. On a buy-side, we run the due-diligence pack, the structuring memo and the funding plan. On sponsor-side, we structure the transaction so the syndicate works on the same documents the principal works on.

We do not pitch a process diagram. The IM, the DD pack, the term sheet — each is finished and stress-tested before it leaves the firm, and the closing memorandum traces every condition precedent to the executed contract. For a sell-side the deliverable is an information memorandum, financial model, bidder shortlist and signed engagement. For a buy-side it is a structuring memo, a due-diligence findings register and a funding plan with the conditions the bid is contingent on written down.

The mandate

A mandate is five documents on one engagement.

On a sell-side, buy-side or sponsor-side mandate, each station produces a document the deal closes on. The closing memorandum traces every condition precedent to the executed contract.

  1. 01

    Mandate

    Sell-side, buy-side or sponsor-side scope written down. Conflict screen run. Engagement letter signed before work starts.

  2. 02

    Diligence pack

    Information memorandum or due-diligence findings register drafted to the standard the counterparty will read against.

  3. 03

    Term sheet

    Structuring memo + funding plan + term sheet — each finished and stress-tested before it leaves the firm.

  4. 04

    Negotiation

    Bidder process or buy-side conditions worked against a written negotiation cadence. Each round reconciled to the term sheet.

  5. 05

    Closing memorandum

    Every condition precedent traced to the executed contract. The closing memorandum is the file.

In scope

What this line covers.

  • Australian target or acquirer

    An Australian target or acquirer with material wholesale interest and a documented transaction rationale.

  • Written term-sheet basis

    A counterparty willing to negotiate on a written term-sheet, not on a verbal indication.

  • Sell-side, buy-side, sponsor-side

    Mandates structured so the deliverable is the document the deal closes on — IM, DD pack, structuring memo, closing memorandum.

Out of perimeter

What this line doesn’t do.

The boundary is written into the engagement letter, the deed, and the compliance plan. We surface it on the public site so the conversation can start at the right place.

  • Process-only mandates

    We do not run brokered processes that hand off the diligence work. The document is the work; if we did not write it, we did not do it.

  • Retail-facing tender offers

    Out of perimeter. Wholesale-only mandates.

  • Verbal-only counterparties

    If the counterparty will not negotiate on a written term-sheet, the transaction is not yet ready.

The work is the document the deal closes on.

Reach the firm

Briefings for this line are short and dated.

Email briefings@stoneleafcapital.com.au. We respond the same business day from Brisbane.