Metro Manila, Philippines
22 days ago
AC Manila - Share Purchase Agreements Advisory Senior Associate

Line of Service

Advisory

Industry/Sector

Not Applicable

Specialism

Actuarial Services

Management Level

Senior Associate

Job Description & Summary

The SPA team provides a wide array of services surrounding Share Purchase Agreements (SPA) to private equities and corporate clients. One of the focus areas of our services is the optimization of SPAs prior to the signing of a transaction. With knowledge from hundreds of contract reviews, price optimization and M&A dispute projects, we create value beyond the deal.

We translate financial deal issues, risks, and opportunities into SPA provisions, to the benefit of our clients. This is done by providing advice on purchase price mechanisms, representations, and warranties. We evaluate covenants, guarantees, and indemnifications.

A second focus area is the optimization of the purchase price post-closing. More than 50% of all SPAs have variable purchase price components, which provides a significant room for optimization. Depending on the closing mechanism used, we assist clients in the preparation or review of closing accounts.

In instances of M&A Disputes, the SPA team also provides advice to clients or is engaged as an Independent Expert. 

Key Responsibilities:

1. Support in the execution of SPA-related projects in accordance with the defined approach and methodology of the SPA team in PwC Germany (Frankfurt) 

2. Advise on SPAs in the context of M&A transactions: 

Perform a review of SPAs and provide comments from a financial and accounting perspective. 

Draft contract-specific accounting principles. 

Comment on financial definitions and account mapping. 

Perform Locked Box ticker calculations. 

Determine Enterprise Value to Equity bridge. 

Support in commercial discussions. 

3. Assist in Closing Accounts analysis and final determination of the purchase price in M&A transactions: 

Organize and monitor data/information received from clients, and update Information Request Lists. 

Perform accounting reconciliations between financial statements, trial balances and other supporting ledgers. 

Perform accounting analyses on specific accounts that have a direct impact on the Purchase Price. This includes (but is not limited to) reconciliation of cash, analysis of revenue and receivables, and search for unrecorded liabilities. 

Attend and participate in meetings with clients. 

4. Interact and collaborate with other members of the SPA team in PwC Germany. 

5. Provide support in other administrative tasks of the SPA team. 

6. Actively participate in the initiatives of the Advisory cluster as well as center-wide activities of PwC AC Manila. 

Essential Requirements:

CPA or similar qualification (ACCA, CFA) 

Professional accounting qualification/experience 

3-5 years of related work experience (Audit, Financial Due Diligence, Corporate Finance) 

High degree of analytical thinking and ability to solve complex problems and perform financial and accounting analyses 

Ability to work independently on qualitative and quantitative analyses 

Team player with the ability to engage with international teams 

Desire to work long-term in an international expert team and play a key role in delivering excellent financial advice on M&A transactions 

Advanced skills in MS-Office tools (Excel, Word, PowerPoint) 

Fluent in English, both verbal and written 

Preferred Skills:

Experience in Audit and/or Transactions Advisory 

Understanding of data extraction tools such as Alteryx and analytics tools such as PowerBI. 

ALL ABOUT PwC AC Manila

 

We are a community of solvers with a clear mission: to empower PwC member firms in over 20 countries by delivering quality services in Trust Solutions (Assurance, Tax), Advisory and Business Services, thereby building trust and driving sustained outcomes for our clients.

 

Our team of over 3,000 professionals brings together a diverse range of talents, creating a workplace that promotes inclusivity, innovation, collaboration, and a strong dedication to providing excellent client service. Through My+, we offer a brand-defining people experience in the areas that matter the most: Well-Being, Total Rewards, Development and Community.

 

PwC Acceleration Center Manila has been certified as a Great Place to Work for two consecutive years, highlighting its exceptional work environment and employee satisfaction. The center's commitment to inclusivity and diversity is evident in its practices and policies, fostering a culture of collaboration and respect. Additionally, PwC Acceleration Center Manila has experienced significant employment growth, attracting and retaining top talent while providing ample career opportunities and professional development for its employees.

 

Our firm's evolution is a testament to our commitment to growth and transformation. We are continuously expanding horizons, leveraging tech-driven teams to deliver unparalleled client experiences and groundbreaking solutions. Together, we forge the path to endless possibilities!

Education (if blank, degree and/or field of study not specified)

Degrees/Field of Study required:

Degrees/Field of Study preferred: Bachelor Degree - Business Administration/Management, Bachelor Degree - Accounting

Certifications (if blank, certifications not specified)

Required Skills

Optional Skills

Desired Languages (If blank, desired languages not specified)

Travel Requirements

0%

Available for Work Visa Sponsorship?

No

Government Clearance Required?

No

Job Posting End Date

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