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Aegrynformerly BOHA-Group

Services — Transaction Advisory

Your acquisition. Structured to close.

When acquiring a certified asset requires specific financial, legal or tax structuring, Aegryn mobilises the right experts for your profile and the nature of the deal.

An Aegryn advisor is assigned to your file from first contact to closing. One person. Direct line.

Expertise mobilised

The right experts. For every stage of the deal.

Depending on your file and the transaction phase, Aegryn mobilises the right partner experts.

Pre-transaction

01

Valuation & Market Benchmark

ARR multiple estimation, Quality of Earnings, sector comparables, defensible valuation range. The foundation of any serious negotiation.

02

Vendor Readiness — Sale Preparation

Seller file audit before submission: data room, contracts, registers, GDPR compliance, technical debt. Reduces certification timeline by 30 to 50%.

03

Digital Law & Intellectual Property

IP chain of title, open-source licences, assignment of founder and contractor rights, trademark protection, client contract compliance. Covers dimension I of the Aegryn grade.

Due diligence & negotiation

04

Transaction Law & M&A

SPA, SHA, LOI, APA, conditions precedent, reps & warranties, price mechanisms (locked box vs completion accounts). Support before, during and after the transaction.

05

HR & Employment Due Diligence

Review of key contracts, BSPCE and change of control, latent employment liabilities, freelancer vs employee classification, non-compete and non-solicitation clauses.

06

Sectoral Regulatory Due Diligence

FinTech (DORA, ACPR/FINMA authorisation), HealthTech (HDS, health GDPR), AI-native (EU AI Act), LegalTech (UPL), EdTech (COPPA). Essential for regulated verticals.

07

Warranty & Indemnity Insurance

Introduction to W&I insurers for transactions above €500,000. Facilitates full price release at closing and covers reps & warranties.

Structuring & financing

08

Tax & Corporate Structuring

Exit optimisation for sellers, acquisition structuring for buyers: holding, SPV, Luxembourg, Switzerland, France. Contribution-exchange and tax deferral.

09

Financing & Financial Partners

Bridge financing to accelerate closing, co-investment to share exposure, mezzanine debt. Each introduction is specific to your deal profile.

10

Earn-out Design & KPI Framework

Earnout mechanism design, metric definition, contractual seller protections against post-acquisition manipulation, dispute resolution clauses.

Post-closing

11

Post-acquisition Integration

30/60/100-day integration plan: tech stack, HR, client communications, supplier contract migration. Maximises value preserved after closing.

12

Executive HR Support

Post-sale management contract, non-compete (with financial consideration), leadership transition, golden parachute. Specific to founders who remain operational.

13

Exit Tax Filing

Capital gains declaration, CH/FR/LU regimes by tax domicile, contribution-exchange, reinvestment of sale proceeds, PEA-PME. Distinct from pre-transaction structuring.

For whom

When the standard process is not enough.

Funds and family offices

You have identified an asset in the catalogue but the deal requires a SPV, LP co-investment or IC timeline. Aegryn structures the envelope around your offer.

Strategic buyers

You integrate an asset into your existing offer. We structure the earnout, integration conditions and post-acquisition protection so the closing is defensible.

First-time acquirers

You are completing your first tech acquisition and need full support: valuation, due diligence, negotiation, financing structuring. Aegryn guides you from the first conversation to transfer.

Our process

01

Briefing & qualification

Acquisition criteria definition: sector, target ARR, geography, maximum multiple, acquirer profile, financing constraints. Identification of the right bid model (Club Deal, Corporate, Fund).

02

Access to certified pipeline

Priority access to the Aegryn catalogue and off-market flow. Certified assets Grade AA and above. Grade A available on request with remediation plan included.

03

Due diligence & structuring

Data room access under NDA. The Aegryn grade report compresses DD by 30 to 45 days. Mobilisation of legal, tax and financial experts suited to the deal. Drafting of transaction documents (SPA, SHA, LOI).

04

Financing

If the deal requires additional financing: introduction to qualified financial partners (bridge, co-investment, earnout). Each introduction is specific to your profile.

05

Signing & secure closing

Institutional escrow (10% of price at LOI). Full codebase documentation at signing date. Rights transfer. Issuance of the Aegryn transaction certificate.

Why Aegryn

Certified assets, reduced risk

Every pipeline asset has been audited on 4 dimensions (C/I/F/S) before listing. You negotiate on verified grades, not on declarations.

Off-market first

Most Aegryn assets are never publicly listed. Qualified acquirer members access them before any public listing — or exclusively.

Experts mobilised at the right time

Aegryn doesn't do everything. We coordinate the right experts (legal, tax, financial) at the right moment in the process — not too early to avoid overcomplication, not too late to avoid fragility.

Liability on the grade

Our grade is issued by certified analysts following a rigorous independent protocol. Aegryn's professional liability is engaged on the integrity of the certification process, within the limits defined in our Terms of Service.

Services in development

What's coming.

Aegryn is progressively expanding its transaction offering. These services are being deployed with our Alliance partners.

Available on request

Vendor Readiness

Complete preparation of the seller's file before Grade submission — contract audit, HR review, data room structuring. Reduces certification timeline by 30 to 50%.

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In deployment

HR & Employment Due Diligence

Review of key contracts, stock options, change-of-control clauses, latent employment liabilities. Produced during the standard due diligence period.

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Warranty & Indemnity Insurance

Introduction to W&I partner insurers for transactions above €500,000. Facilitates full price release at closing.

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12-month roadmap

Earn-out Design & KPI Framework

Design of earnout mechanisms, definition of metrics and contractual protections. Prevents post-acquisition disputes.

Post-acquisition integration

100-day integration plan: technical, HR, client and supplier contracts. Maximises value preserved after closing.

24-month roadmap

Sectoral regulatory due diligence

Sector-specific compliance audit for FinTech (DORA, FCA), HealthTech (HIPAA, GDPR health), native AI (EU AI Act). Essential for regulated verticals.

Fees

A success fee, zero fixed costs.

Our remuneration is exclusively contingent on effective closing. No retainer, no entry fees. Detailed conditions are available in our Terms of Service.

Important notice

Aegryn acts as a certified intermediary, not as a financial institution. The financing options presented involve independent third-party partners. This service does not constitute investment advice within the meaning of MiFID II. View Terms of Service.

Interested in an asset?

Tell us about your acquisition project. We'll come back within 48h with a feasibility analysis.

Looking to source outgoing deal flow into the Aegryn ecosystem? Discover Deal Flow partnerships

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