The Anatomy of a Good Deal Structure

David Blois, Managing Partner at M&A Advisory

Opinion

In M&A, the headline number grabs attention, but the deal structure defines real success.

A well-structured deal isn't just about valuation. It's about aligning incentives, managing risk, preserving legacy, and ensuring post-deal continuity.

Here's what the anatomy of a strong deal structure typically includes:

  • Clarity on Consideration
    Cash vs. earn-out vs. equity. Each has its place depending on ambition, risk appetite, and the business's growth trajectory.
  • Defined Performance Triggers
    Earn-outs can work well, but only if metrics are clear, achievable, and aligned with the business's operations.
  • Balanced Risk & Reward
    Buyers want upside, sellers want certainty. A great structure bridges the two, maximising value while protecting against future shocks.
  • Cultural & Operational Continuity
    A good deal ensures the DNA of the business, and its people, survives and thrives. Post-deal integration is just as crucial as pre-deal negotiation.
  • Strategic Fit & Vision
    A deal should serve a purpose beyond the transaction. That's why the best structures support long-term strategic alignment.

At M&A Advisory, we specialise in crafting deal structures that are not only financially sound but also emotionally intelligent. We help our clients exit with pride and confidence, knowing that their legacy is in safe hands.

Because a good deal isn’t just about the price. It’s about progress—with purpose.