Tax advisor
Can miss entity by entity cashflow gaps when weighing the structuring options.
FundsFlow Deal Execution® · SRCO Europe
Specialist deal execution built around one live model, so the payment instructions, the Sources and Uses, the cap tables, the accounting entries and the legal documents all move together, and every stakeholder finally works from the same source of truth.
Inputs
SPATax Structuring MemoLegal stepsBanking details
Outputs, all from one model
Illustrative representation of the model view. Figures are samples and not client data.
200+
Transactions closed across private markets
5yrs
Daily, hands on FundsFlow modelling
15yrs
Of Big 4 discipline behind every engagement
3to 4 days
From the TSM and SPA to a working model
Every complex transaction carries the same hidden risk. Stakeholders work in parallel, each reconciling their own numbers against everyone else's, dozens of Excel versions circulate by email, and rarely is there a single thread holding it all together.
Can miss entity by entity cashflow gaps when weighing the structuring options.
High error exposure on FX conversions and back to back transfers, where not one cent can be missed.
Version misalignment compounds with every pass, turning cap table finalisation into a struggle.
Reconstructs the deal weeks later to book the transaction and reconcile the bank.
Carries the most pressure, accountable for making everything reconcile at the end.
Nearly every closed transaction has an almost crashed moment, saved only by an all nighter, extra hours, or both.
We have watched the pattern play out. A missing FX buffer nearly derailed a closing the morning it was due, and a non cash consideration misclassified as cash had already triggered an unnecessary bank loan before anyone noticed.
The pattern never changed, and the answer was never a new piece of software. It was a better model. So we built one. Across more than two hundred closings we worked alongside our clients to rebuild every deal closing requirement into a single live model that carries every close output, for every stakeholder.
“One live model. One input point. One source of truth.”
The market's funds flow stops at a Sources and Uses table and a list of payments. Ours takes the deal's own documents as inputs and models every close output that each stakeholder needs, all from a single source.
Select any output on the right to trace it back to the documents it is built from.
Input data
Every output below is produced from the same model, so a change made once is a change made everywhere.
Auto modelled outputs
One shared model in real time, which avoids tens of Excel versions circulating by email.
Raised, addressed and closed where the number lives, not buried in long email threads.
Every cell change and comment is timestamped through its lifecycle, then locked at close and ready for auditors.
A working model running within three to four working days of the TSM and SPA, with each change just in time from there.
A representation of the working model rather than a screenshot of any client transaction. The figures are illustrative samples, chosen so that they reconcile with one another exactly as a real close file has to, and every check lands at zero.
| Sources | Amount | Uses | Amount |
|---|---|---|---|
| Fund equity, share capital | 6,000,000 | Equity purchase price | 85,000,000 |
| Fund equity, share premium | 54,000,000 | Refinance of existing debt | 12,400,000 |
| Senior facility | 42,000,000 | Transaction fees and expenses | 4,850,000 |
| Cash at target applied | 3,250,000 | Escrow and retention | 2,000,000 |
| Working capital adjustment | 1,000,000 | ||
| Total sources | 105,250,000 | Total uses | 105,250,000 |
| Payer | Payee | Purpose | Amount | Bank detail |
|---|---|---|---|---|
| ABC X EUR SCSpFunding account | Seller ACompletion account | Equity consideration | 59,500,000 | Confirmed |
| ABC X EUR SCSpFunding account | Seller BCompletion account | Equity consideration | 25,500,000 | Confirmed |
| BidCo Lux S.à r.l.Operating account | Senior lenderAgent account | Debt refinance | 12,400,000 | Confirmed |
| BidCo Lux S.à r.l.Operating account | Adviser fee poolPer fee schedule | Fees and expenses | 4,850,000 | Confirmed |
| ABC X EUR SCSpFunding account | Escrow agentEscrow account | Retention | 2,000,000 | Confirmed |
| BidCo Lux S.à r.l.Operating account | Seller ACompletion account | Working capital adjustment | 1,000,000 | Confirmed |
| Total instructed | Reconciles to total uses | 105,250,000 | Balanced |
| Share class | Opening | Changes at close | Closing | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Class | Shares | Capital | Premium | Shares | Capital | Premium | Shares | Capital | Premium |
| Sub-Class Lux J1 | 1,250,000 | 1,250,000 | 11,250,000 | 2,000,000 | 2,000,000 | 18,000,000 | 3,250,000 | 3,250,000 | 29,250,000 |
| Sub-Class Lux J2 | 900,000 | 900,000 | 8,100,000 | 1,500,000 | 1,500,000 | 13,500,000 | 2,400,000 | 2,400,000 | 21,600,000 |
| Sub-Class Lux J3 | 750,000 | 750,000 | 6,750,000 | 1,000,000 | 1,000,000 | 9,000,000 | 1,750,000 | 1,750,000 | 15,750,000 |
| Sub-Class Lux J4 | 600,000 | 600,000 | 5,400,000 | 850,000 | 850,000 | 7,650,000 | 1,450,000 | 1,450,000 | 13,050,000 |
| Sub-Class Lux J5 | 500,000 | 500,000 | 4,500,000 | 650,000 | 650,000 | 5,850,000 | 1,150,000 | 1,150,000 | 10,350,000 |
| Total, 5 sub-classes | 4,000,000 | 4,000,000 | 36,000,000 | 6,000,000 | 6,000,000 | 54,000,000 | 10,000,000 | 10,000,000 | 90,000,000 |
| Opening plus changes less closing | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| Account | Debit | Credit |
|---|---|---|
| Investment in TargetCo | 85,000,000 | |
| Repayment of target debt | 12,400,000 | |
| Transaction costs | 4,850,000 | |
| Escrow receivable | 2,000,000 | |
| Working capital adjustment | 1,000,000 | |
| Share capital issued | 6,000,000 | |
| Share premium | 54,000,000 | |
| Senior facility drawn | 42,000,000 | |
| Cash at target applied | 3,250,000 | |
| Total | 105,250,000 | 105,250,000 |
Illustrative sample only. Figures are constructed for this page and do not represent any client transaction.
01
A FundsFlow model shaped to your organisation's standards, with every stakeholder's output requirement modelled in from the start.
02
Each transaction is modelled on its own terms. We map the specific mechanics, instruments, currencies and legal steps that make it unique.
03
On Google Sheets, Microsoft Live or SharePoint, with need to know access. Every party sees only what is relevant, and every update flows automatically.
From transaction documents to stakeholder ready outputs. A two minute introduction to FundsFlow and the specialist team behind it.
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200+
closings behind the methodology
3 to 4
working days to a live model
40 to 50
senior hours saved on one deal
GDPR
ready, with a locked audit trail
FundsFlow sits alongside your lawyers, tax advisors, fund administrator and Big 4 teams. We hold the numbers they all rely on in one place, so everyone works from the same source.
You choose the commercial terms, whether a one time fixed fee, an hourly rate for tight fee control, or a monthly retainer regardless of volume.
Role based access is aligned to each stakeholder's involvement, so people see only what concerns them.
The model is configured to support GDPR requirements and designed to support applicable confidentiality, privacy and data protection obligations.
Deal
€2.3 billion PE acquisition
Structure
Complex multi party share exchange
Result
40 to 50 senior hours saved
The transaction included a legal step for the target's shareholders reinvesting into the fund's BidCo entity on a share for share exchange. The target's fair market value was locked into the sale price for reinvestors, while the BidCo share price depended dynamically on the value of shares issued right before the reinvestment. That triggered a decision on the point of exchange, and later the fractional share and rounding issues that a standard funds flow never includes.
Because FundsFlow held the share exchange mechanics in one live model, these compounding discrepancies were surfaced, quantified and presented in decision ready form, preventing an execution failure and the compliance exposure that would have followed at the legal drafting stage. In the client's own estimate, it saved 40 to 50 hours of their senior consultant's time.
Your Europe based team, led by the specialist who built the FundsFlow method and supported by seasoned deal professionals.
Partner, Europe Leader
The lead expert behind FundsFlow. More than two hundred transactions across multiple funds, and the methodology lead and project lead on every assignment. Fifteen years of Big 4 alternative investments experience, five of them spent daily and hands on in FundsFlow modelling, so every engagement is led by the person who built the method.
FundsFlow Specialist
Three years of hands on FundsFlow experience and five years of Big 4 practice, a key face on the modelling team and a specialist in taking each transaction from documents to a clean, reconciled close.
Deals Advisory
Ten years at PwC M&A transaction advisory, leading SRCO's M&A practice with a focus on private equity, family offices and divestiture mandates.
Supported by an execution team of managers, senior analysts and associates who carry each model through to close.
Writing on deal execution, private markets and the FundsFlow method. New pieces will land here as they are published.
How a single live model turns a complex share exchange into a reconciled, audit ready close.
Article in progress
Practical notes on structures, timelines and the mechanics of moving capital through the jurisdiction.
Article in progress
Why the answer to a fragile close was never a new tool, and always a better model.
Article in progress
Want the pieces as they publish? Get in touch and we will keep you posted.
A working FundsFlow model is up and running within three to four working days of receiving the Tax Structuring Memo and the Share Purchase Agreement, and each change from there is just in time.
Google Sheets, Microsoft Live or SharePoint, whichever suits your environment, with role based, need to know access so every party sees only what is relevant to them.
The commercial terms are your choice, whether a one time fixed fee, an hourly rate for tight fee control, or a monthly retainer regardless of volume.
No. FundsFlow coordinates rather than competes. We sit alongside your existing advisers and Big 4 teams and hold the numbers everyone relies on in one place. FundsFlow is a coordination and modelling service, so it is not a regulated audit, tax or fund accounting service, and everything the model produces is built to be reviewed and approved by your own advisers.
Access is role based and aligned to each stakeholder's involvement, the model is configured to support GDPR and applicable confidentiality and data protection requirements, and the audit trail is locked and timestamped, sealed at close and ready for review.
Would you like a demo?
A low risk pilot on one live deal, with a working model ready in three to four days.