M&A and Capital Raising
Structuring the commercial proposition and supporting sale, purchase and investment processes before shareholders and boards.
The challenge
Selling a company or raising capital requires a value narrative backed by numbers, not just intent.
Our approach
- Building the value thesis and equity story
- Financial model and projection support
- Preparation of materials for shareholders and investors
- Support in negotiation and commercial due diligence
Deliverables
- Commercial proposition and equity story
- Financial model and indicative valuation
- Commercial data room and presentation materials
- Support at the negotiating table
Equity Story
The value thesis, backed by numbers.
An investor doesn't buy the plan: they buy the credibility of the assumptions behind the plan.
Value thesis
We define why this business is worth what it's worth and what the source of value is for the buyer or investor.
- Equity story and value narrative
- Value-creation analysis
- Target buyer profile
Financial support
We build the financial model and subject every assumption to market evidence and historical performance.
- Integrated financial model
- Indicative valuation (DCF and multiples)
- Sensitivity analysis
Process preparation
We prepare materials, data room and answers to the tough questions before they're asked.
- Teaser, IM and board materials
- Commercial data room
- Due-diligence anticipation
Negotiation
We support the table with negotiation scenarios, defined limits and real-time technical support.
- Negotiation scenarios and limits
- Commercial due-diligence support
- Follow-through to closing
ES·NS methodology path
Sequence of phases, with the analytical focus of each one and the decision point that closes it.
Fig. 1 · Phase flow
Value creation bridge
The equity story rests on quantified levers. The NS benchmark places average revenue synergy at 23% of purchase price, with only 54% of companies hitting their target.
Fig. 3 · Value bridge (index base 100 = purchase price)
Reference ranges behind the framework
Index values from the NS engagement base that we use to calibrate hypotheses and targets before measuring with the client's own data.
of the purchase price is the average revenue synergy captured in M&A transactions
NS Base · M&A and Capitalof companies reach or exceed the revenue synergy target set out in the investment thesis
NS Base · M&A and Capitalsynergies captured by public companies versus private ones, as a share of purchase price
NS Base · M&A and CapitalFig. 4 · NS reference ranges
Deliverables map
Each deliverable is anchored to the phase where it is produced and validated with the client team.
Fig. 2 · Deliverables by phase
The figures use reference ranges and index values from the NS method, calibrated with our project base and market tracking. Each project's results are reported with the client's actual figures.
Lead partner
José Manuel Noriega
Business economics: price, growth, margin and capital.
See partner profilesAI as an accelerator in this practice
We accelerate due diligence and valuation with assisted reading of financial, legal and commercial information.
- Automatic extraction and normalization of financial statements and data-room contracts
- Red-flag and atypical-clause detection using language models
- Target and comparable screening with semantic search over public databases
- Valuation models with scenarios and sensitivities generated in real time
We work with data governance, confidentiality controls and human validation on every deliverable: AI accelerates the analysis, it never replaces the decision.
Impact cases
capital raised
Value proposition and materials presented to shareholders for the investment round.
Niche insurer · Mexico
sale process supported
Structuring of the commercial proposition and leadership of the negotiation before senior leadership and shareholders.
Food company · Mexico
Insights from this practice
Frameworks and criteria we use on projects, explained in detail.
The equity story that survives due diligence
A value narrative collapses in the first week of review if the assumptions aren't backed by verifiable evidence.
6 min readM&ACommercial due diligence: what an investor actually checks
Beyond the financial statements, commercial review seeks to understand whether revenue is repeatable and defensible.
6 min readM&ARaising capital at a mid-sized Mexican company
The most common obstacle isn't a lack of investors, but a lack of structured information to talk to them.
5 min readLet's talk about your specific case
A first conversation is enough to size the opportunity.