In-bonis and distressed: one question, two moments
The same investment thesis, asked at two moments in a company's life. What changes is the calendar, the formalism and the counterparty, not the work, and not the value.
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Exclusive mandates and Advisory for organisations moving between Europe and India targeting €20M to €80M company value.
Three industrial sectors, on companies of roughly €30M to €150M in revenue carrying €3M to €10M of EBITDA, the profile that lands in our €20M to €80M enterprise-value band. Each answers to a different driver, energy cost in chemicals, decarbonation in industry, the shortage of engineers in IT, so that if one stops producing flow, the others continue.
Fine chemicals, formulations, and contract pharmaceutical manufacturing of active ingredients and finished forms. In Europe, the prize is a site carrying a verifiable certification, EU GMP above all, which is often worth more to an Indian buyer than the plant itself. In India, it is upstream capacity on active ingredients and intermediates, concentrated in Gujarat, which is exactly what European groups are now trying to secure.
Tier 2 and Tier 3 suppliers, general precision subcontracting serving aerospace, medical and energy as well as automotive, industrial green technologies, and divisions carved out by groups in reorganisation. In Europe this is where distress is heaviest and best documented, and where advanced engineering and decarbonation technology sit. In India it is competitive manufacturing capacity and a cost base a European plant cannot match.
The most active segment of Europe–India M&A in our value band. In Europe the value is an installed base of large accounts, local commercial presence and regulated sector expertise. In India it is engineering talent, delivery centres, and AI and cloud capability. Horizontal, substitutable SaaS is excluded; what we retain is defended by something other than a software layer.
What separates the two is not the question we are asked but the moment in a company's life when it is asked, and therefore the calendar and the formalism that follow. A mandate can move from one regime to the other without losing the qualification work.
A healthy, profitable or recoverable company whose owner is in a position to negotiate a voluntary sale. The operation is a share deal: titles and liabilities transfer together, secured by a representations-and-warranties package. The calendar is set by the parties, nine to eighteen months, and value is anchored on an EBITDA multiple with an off-market discount of 15% to 30% against a formal competitive process. The counterparty is the owner and their advisers, and what decides the outcome is price and the terms of the owner's exit.
A company in established difficulty: confidential prevention proceedings, safeguard, receivership, or a court-supervised going-concern sale plan. The calendar is imposed, a few weeks to three months, set by the court or by the cash-flow deadline. Price is constrained by continuation value and by competing offers; the discount is real but bounded by the need to keep the business running. The counterparty is the judicial administrator or the conciliator, and the decisive criterion is the preservation of employment and the seriousness of the takeover plan, ahead of price.
Two rules define the practice. We act for the acquirer and for no one else, and we run a single axis between Europe and India in both directions. Everything else follows from those two sentences.
We act for acquirers, and only for acquirers. Never for a seller, never on both sides of the same transaction. The perimeter is agreed in writing: geography, sector, enterprise-value range, exclusion criteria, duration. Representing one side removes the central conflict of the profession, and with it the need for exclusion registers and internal walls. When a seller's situation reaches us and matches no client in our book, we refer it to a peer firm against a referral commission agreed in writing beforehand and disclosed to the seller. The exclusivity is also what gives us the right to tell you not to buy.
A single dedicated axis between Europe and India, run end to end by one team.
India → Europe: an Indian industrial group or family holding buying regulatory access, a marketing authorisation, an EU GMP inspected site, an EN 9100 certification, a European client book. Assets that take years to build and months to buy.
Europe → India: a European industrial mid-cap securing upstream pharmaceutical or chemical capacity, or entering the Indian domestic market, through a joint venture or the recapitalisation of a company under cash pressure.
Both directions run on proprietary origination. Read the mandate in detail for each: buy European companies from India, or buy Indian companies from Europe.
A mandate runs in three phases, each a self-contained deliverable with its own price. You commit to one phase at a time, judge the work on evidence rather than on promises, and decide at the end of each whether to continue. Risk stays bounded, confidence builds on delivered work, and value arrives before the closing does.
A complete and usable reading of the market before any effort is spent on a single target. Sector mapping across the chosen geography, including the consolidation moves of the last three years. A longlist of 40 to 80 companies with standardised profiles, revenue, estimated EBITDA, headcount, ownership, certifications, signals of sellability. A qualified shortlist of 10 to 15, ranked against a scoring grid whose weightings you validate. A market-access note covering foreign-investment screening, sector regimes and personnel-transfer constraints. Then a recommended order and angle of approach, target by target.
Turning a shortlist into an exclusive negotiation. We approach each target confidentially through the channel that fits, the owner directly, their adviser, a prescriber, or the officers of the procedure on a distressed file. We handle the non-disclosure agreements and the non-binding letters of intent, and anchor valuation against real comparables to build a defensible price range. We then select and drive the advisers on financial, legal, employment, environmental and ESG diligence, consolidate their findings, and translate risk into negotiating points or price adjustments.
Carrying the transaction to its end. Negotiation of the sale agreement alongside the parties' lawyers, and structuring of the price and its safeguards, earn-out, deferred consideration, vendor loan, representations and warranties, escrow. Regulatory clearances: merger control, foreign-investment screening, sector authorisations, and the Indian outbound investment formalities where they apply. On distressed files we prepare the takeover offer to the standard the procedure demands and manage the court calendar; the offer is always issued and signed by the acquirer, never by us. Then closing, and the first hundred days if you want them.
A line of work in their own right, not filler between closings. They are contracted separately from any mandate, and a service engagement never creates a right to act on a transaction. Every offering is built for the Europe–India corridor.
Strategy and antifragility advisory applied to the Europe–India corridor: acquisition thesis, sequencing, structuring options and the arguments a board will actually be asked. Informed by real corridor transactions, not generic frameworks.
We identify, analyse and recommend the cultural adaptation of teams and processes in a Europe–India M&A context. Delivered as a deal-applied guide, a workshop or executive coaching. The difference between a contract signed and one that holds.
A rapid pre-diligence of a company you have already identified: situation, security interests, comparables, realistic value range. Not an official due diligence, but enough to tell you whether to engage the full process.
Strategic advice on how to fund the acquisition: the right mix of equity, senior debt, vendor loan and earn-out for the ticket size, and a coherence review before the plan reaches lenders. We neither arrange nor place credit.
Sourcing and matchmaking of production or R&D partners, subcontracting, tolling, contract manufacturing, co-development, for groups that want a partnership rather than an acquisition. Priced like a deal.
A structured 90-day post-merger integration programme on the cultural dimension: cross-cultural workshops, an open hotline, and active mediation of the first points of friction.
Ongoing watch and sourcing of complementary acquisitions in Europe for an acquirer who now owns a platform: adjacent capacity, technology, client books, brands. A build-up runs continuously rather than deal by deal.
Like Cézanne, who broke the Provençal landscape into planes and recomposed it into a new order, we read a company as a set of parts and judge what they are worth to the operator who can run it.
India and Europe are drawing closer as both diversify away from American and Chinese dependence. We sit on that corridor with a partner relationship built over ten years, anchored in Gujarat and Mumbai. Presence on both ends, not a list of contacts.
An adviser paid only on a closing cannot tell you not to buy, refusing a target destroys their fee. Under an exclusive mandate we are paid for the work over its real duration, which makes walking away a normal outcome. One accountable interlocutor over an agreed perimeter.
Most boutiques do one or the other. Insolvency work demands skills healthy-company M&A does not: reading a procedure, building a compliant offer in weeks, knowing the administrators personally. We run both, so a target whose situation deteriorates does not cost you the mandate.
Carve-outs of €20M to €80M are too small for a group to mandate an investment bank, so they are handled in-house and never reach a formal process. The same is true of most owner successions in the band. Reaching them takes presence close to owners, administrators and the courts.
An agentic stack carries the repetitive weight of each file: market detection, structured qualification, documentary production, regulatory screening. It compresses a three-month market mapping into three weeks and keeps it live for the whole mandate.
The firm is based in France and sources directly in France and Spain, the two markets where our network, our languages and our knowledge of insolvency practice are strongest. Germany and Italy are covered as a mandate requires, through local correspondents.
Four dated movements, converging on the same few years. Each one is already on the record.
Signed January 2026, in force 2027. Duties fall in both directions, and two blocs formalise an industrial relationship they now treat as strategic.
Indian law gains a group insolvency regime, a cross-border basis, and protection for a debtor’s licences. The objection that stopped every investment committee is gone.
European carbon border rules force measurement and decarbonisation spending that India’s mid-market cannot self-fund while it borrows at 12% to 24%. A European acquirer can.
1.7 million SMEs must change hands as their founders retire, alongside groups refocusing on core business. Carve-outs of €20M to €80M, handled in-house, invisible from outside.
Factual analyses of the forces we work with every day, the mechanics of an acquisition mandate, the wave of European succession and carve-outs, and what is genuinely changing on the Indian side. Open, structured and free to read.
The same investment thesis, asked at two moments in a company's life. What changes is the calendar, the formalism and the counterparty, not the work, and not the value.
Read the analysis →1.7 million businesses must change hands by 2030 as their founders retire. Why most of the mid-market band never reaches a formal process, and what that means for a buyer.
Read the analysis →Group insolvency, a cross-border legal basis, protected licences. A sober reading of what is operative today for a European acquirer, and what still awaits implementing regulations.
Read the analysis →Straight answers to the questions we hear most often, what a mandate is, why we charge for the work, and what to expect when you reach out.
We are a buy-side M&A boutique on the Europe–India industrial corridor. We act as the exclusive mandatary of an acquirer over a defined perimeter, geography, sector, enterprise-value range, and carry the acquisition from market mapping through to closing, on transactions between €20M and €80M of enterprise value. We handle both in-bonis targets, sold voluntarily by their owner, and distressed targets in prevention or insolvency proceedings. Alongside the mandates we deliver a focused set of professional services for the corridor, before and after closing.
It is a contract under which you appoint us as your sole adviser to find and execute an acquisition within an agreed perimeter, for an agreed duration. We are not selling you the name of a target: we run the search, the approach, the diligence coordination and the negotiation on your behalf. The mandate runs in three billed phases, market intelligence, approach and due diligence coordination, then execution and closing, each a self-contained deliverable and a decision point at which you can stop.
Because it is what buys you honest advice. An intermediary paid only if a transaction closes is structurally incapable of telling you not to buy, a refused target destroys their remuneration. Under an exclusive mandate we are paid for the work, over the real duration of the work, which gives us the right to recommend that you walk away. It also gives you one accountable interlocutor rather than a series of introducers competing to deliver the same names, and a perimeter protection that removes any later argument about who found what.
Because the work is real before the closing is. A market mapping, a qualified shortlist and a foreign-investment access note take weeks of senior time and have value whether or not you go on to buy anything. Charging for them is what keeps our judgement independent of the outcome. The first phase is a fixed fee with a dated, verifiable deliverable; the second is a monthly retainer credited against the success fee; the third is the success fee itself. You are never asked to commit to the whole sequence up front.
The difference is the moment in the company's life, not the nature of the work. An in-bonis target is healthy, profitable or recoverable, and its owner is in a position to negotiate: a share deal, a calendar of nine to eighteen months set by the parties, a valuation anchored on an EBITDA multiple. A distressed target is in established difficulty, confidential prevention proceedings, safeguard, receivership or a going-concern sale plan: a calendar of weeks set by the court, a constrained price, and a counterparty who is the judicial administrator rather than the owner. A single mandate can move from one to the other, and the qualification work already done remains usable.
No. We act for acquirers only, and never on both sides of the same transaction. Representing one side removes the central conflict of the profession, and it removes the need for exclusion registers and internal walls. When a seller’s situation reaches us and matches no client in our book, we refer it to a peer firm against a referral commission, agreed in writing before any introduction and disclosed to the seller at that point. A referral is not a favour, it is the instrument of reciprocity: the same firms send us the buy-side and Asian-acquirer files they cannot serve.
Our clients are acquirers: Indian industrial groups and family holdings buying in Europe, and European industrial mid-caps and corporate development teams buying in India or building up in Europe. Around them we work daily with judicial administrators and insolvency practitioners, restructuring lawyers, accountants and business introducers on both sides of the corridor.
Three verticals, certified speciality chemicals and pharma, advanced industry and precision mechanics including CleanTech, and IT services, software and embedded technology, and transactions between €20M and €80M of enterprise value, typically on companies of €30M to €150M in revenue. Below €20M the cost of structuring a cross-border deal absorbs a disproportionate share of the value. Above €80M the process demands a depth of team we do not claim to have.
In Europe we source directly in France and Spain, where our network, language coverage and knowledge of insolvency practice are strongest, and we extend to Germany and Italy as a mandate requires. In India our reach rests on a partner network anchored in Gujarat and Mumbai, developed over more than ten years. The firm itself is based in France.
Presence, and the two things that cannot be done from a European desk: originating acquirers who are genuinely funded and genuinely decided, and reading a target on the ground, promoter disputes, title, local employment liabilities, family governance. For a European client buying in India, that answers the first objection every investment committee raises: we have no one there. For an Indian client buying in Europe, it is what makes an exclusive mandate signable with a firm they have not worked with before.
We are independently owned, hold no exclusivity with any bank, fund or institution, and take no equity stake in the companies we work on. We are not a legal agent or authorised representative in the statutory sense: we do not sign on your behalf and we never replace your lawyers, who carry the partisan negotiation and the signature. Acting under mandate does not reduce our duty of advice, it increases it, including the duty to warn you against the very transaction our success fee depends on.
We work in French, English and Spanish, and can also correspond in Hindi (spoken, read and written) and Gujarati, an asset for cross-cultural deals along the Europe–India corridor.
Reach out to open a confidential conversation, whether you are pursuing an acquisition in Europe or in India, weighing a business you may want to sell, or simply testing whether a corridor thesis holds before you commit to anything.
We also welcome contacts from judicial administrators and insolvency practitioners, from legal and accounting partners, and from business introducers. Every exchange is handled discreetly, and we reply on average within two business days.
We speak French, English and Spanish, and can also correspond in Hindi (spoken, read and written) and Gujarati.