Overview

How we bring our private equity expertise to you

Through one team, one point of contact and one goal – your success

Private equity funds
Deals
Portfolio companies

Private equity funds

PwC’s Private Equity Group brings together a multi-disciplinary team dedicated to serving PE firms and their portfolio companies. The PE Group has a proven track record and is uniquely placed to provide a partnership across the PE lifecycle.

Whether you are setting up a new fund or looking to raise new investment for an existing fund, we have all the expertise to help you structure your fund in a tax-efficient manner.

Our professionals can help you navigate the maze of tax issues that arise when determining how the fund will make its investments, taking into account both the tax position of your investors and your carried interest/co-investment arrangements.

Deals

PwC can advise you throughout the transaction process. Starting with deal origination, we use our industry expertise and global network to help you identify and evaluate potential acquisition and bolt-on targets. We coordinate the input of other advisers and assist in negotiations through to completion. We can advise you on the best time to start the sale process, how to optimise the growth story, minimise any value detractors, and identify and assess which buyers to approach. Our sales process management ensures a smooth process for all stakeholders.

Our deal professionals advise not only on the financial aspects of deals, including debt advisory, but also on a wide range of operational and strategic activities. Our integrated service model includes financial, operational and commercial due diligence. We advise on public to private (P2P) transactions. Our dedicated team of M&A tax professionals will ensure that your deal is executed in a tax-efficient manner and that the acquisition structure meets your future plans for the business, including a tax-efficient exit.

Portfolio companies

We have a range of solutions specifically designed to tackle potential value erosion at every stage of your investments lifecycle.

We have a team of operations consultants who can help your portfolio companies to become more efficient, more competitive and reduce bottlenecks in the supply chain. Our corporate finance teams can help you identify bolt-on acquisitions or to pursue strategic debt refinancing. Our tax team will ensure that your portfolio companies are tax-efficient and are structured to provide for a tax-efficient exit.

Many portfolio companies will face financial pressures during an economic downturn due to reduced operating cash flow, reduced borrowing capacity and covenant compliance. Anticipating pressure points and having effective tactics to deal with them is essential. We have extensive experience in helping businesses to optimise cash management and corporate finance professionals who will work with you and your portfolio companies to develop practical funding solutions that maintain control and minimise costs.

Services for every stage of the private equity lifecycle

Assurance

Fund audit
Fund financial reporting and portfolio management systems advisory
Internal control and regulatory compliance advisory

Tax and Legal

USD and RMB fund structuring planning
- Hong Kong’s new limited partnership fund regime
- Hong Kong Uniform Fund Tax Exemption
- China’s Qualified Foreign Limited Partnership (“QFLP”) and Qualified Domestic Limited Partnership (“QDLP”) structures
- British Virgin Islands (BVI) and Cayman Islands substance
- VAT exemption on sub-advisory fees
Deal professional individual level
- Common Reporting Standards and Carry interest planning
- individual income tax planning and compliance
Tax, regulatory and legal advisory and compliance at fund level via technology (e.g. Digital PFIC Testing)

Advisory

Fund placement support
Limited partners (LP) and general partners (GP) sourcing and introduction
LP and GP agreement support
GP due diligence

ESG

ESG integration in investment strategy
GP and fund responsible investment policies
Fund-level ESG objective and target setting
ESG report and disclosures (LP and stakeholders reporting, GP and fund level disclosures, e.g. The Principles for Responsible Investment (PRI), EU’s Sustainable Finance Disclosure Regulation (SFDR), Securities & Futures Commission (SFC))

Assurance

Purchase price allocation (PPA) accounting
Closing audit of target companies

Tax and Legal

Tax and legal due diligence
Tax and legal structuring advice and implementation
Tax transaction cost analysis
Tax modelling
Fund flow analysis
Sales and purchase agreement (SPA) review and negotiation support

Advisory

Deal determination
- Strategic options
- Potential target screening
Deal evaluation
- Preliminary strategic assessment (including market research, tax structuring, valuation)
Deal execution
- Comprehensive due diligence (including finance, taxation, business, HR, IT, data technology, operations, law, etc.)

ESG

Buy-side pre-investment analysis
ESG and SFDR screening questionnaire
ESG due diligence and red flag assessments
ESG action plans / 100-day plans

Assurance

Audit of portfolio companies on holding companies
Finance function effectiveness and internal advisory control
Accounting advisory

Tax and Legal

Tax, regulatory and legal compliance at portfolio level via technology (e.g. entities management system, tax reporting and strategy (TRS))
Value creation plan and delivery
- Tax and transfer pricing planning, treaty benefit planning and application
- VAT exemption planning
Ongoing tax review and health check (including trade and customs services)
Pre-IPO restructuring and employee stock ownership (ESOP) planning

Advisory

Maximise deal value
- Post-investment control support (including financial, HR, IT, etc.)
- Portfolio performance improvement (including cash and working capital, organisational structure, operational cost, reporting system, compliance and ESG)
- Deal valuation
- Debt and capital advisory
- Dispute advisory

ESG

ESG KPIs and target setting, data collection and monitoring; greenhouse gas (GHG) footprint, etc.
Portfolio company (PortCo) engagement (assessments; training; sustainability strategy development, value creation initiatives and roadmaps)
Climate-related risk and opportunity assessments, scenario analysis
ESG fund reporting (e.g. ESG, Task Force on Climate-related Financial Disclosures (TCFD), SFDR, Corporate Sustainability Reporting Directive (CSRD), GHG and financed emissions)

Assurance

IPO audits
Pre-IPO financial effectiveness, IPO readiness review

Tax and Legal

Vendor due diligence and assistance
Exit tax planning and support
- Exit tax structuring and compliance
- Defend and negotiate favourable tax
SPA review and negotiation support
Foreign exchange (FX) remittance

Advisory

Exit transactions
- Sell-side lead advisory
- Vendor due diligence and vendor assistance
- Financing support
Business recovery and special situations
PE secondary exits support and valuation

ESG