Summary

A £40m majority stake sale, liaising with multiple advisors across two countries, and a client ready to make decisions that could have proved costly. Wbg’s team was involved from the outset, shaping the deal structure, protecting the client’s position at every stage and ensuring the outcome reflected the full value of what the client had built.

The situation

The client builds food and beverage brands from the ground up, with the intention of selling them once they reach scale. By 2024, their flagship brand was ready for market, and the group moved to sell a majority stake in a deal worth £40m.

At that size, the structure of a transaction determines the outcome as much as the deal itself. Tax exposure handled incorrectly, or documentation that doesn’t fully protect the seller’s position, can significantly erode what ends up in their hands.

The approach

Working across a process that ran from July 2024 to April 2025, involving multiple third-party advisors in the UK and overseas, Wbg’s focus throughout was maximising what the client would take from the deal while minimising tax exposure.

That meant shaping the deal structure from an early stage, reviewing all legal documentation including the Share Purchase Agreement and recommending changes that protected the client’s position. Post-completion, the team also structured share schemes for key management, ensuring the right incentives were in place for what came next.

There were moments when the client was ready to proceed down a particular route – and our team intervened before those decisions became costly.

The outcome

The deal completed with £40m of proceeds secured. Importantly, the client retained a 40% stake in their brand – preserving their ability to benefit from its continued growth. The deal structure and the tax position it delivered resulted from decisions made early and carefully throughout the process.

Since completion, Wbg has advised on two further acquisitions for the group as it continues to expand into new sectors.

The key takeaway

A transaction of this scale is rarely straightforward, and the difference between a good outcome and a great one often comes down to the quality of advice and when it arrives. Being involved from the beginning and trusted enough to change the direction of travel when it matters is what allows Wbg to do its most valuable work.

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