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Unauthorised Use of Dalma Capital’s Name and Details

Dalma Capital Management Limited (the “Firm”), is duly incorporated in the Dubai International Financial Centre (DIFC) and authorised and regulated by the Dubai Financial Services Authority (DFSA).

The Firm has become aware that an unauthorised entity operating under the name “D’ Finance Capital” has been misusing the Firm’s details and falsely claiming association with the Firm.

The Firm hereby confirms that:

it has no affiliation or connection whatsoever with “D’ Finance Capital” or any of its representatives,
any representations, communications, or activities undertaken by this entity are unauthorised, false, and misleading, and
it does not accept any responsibility or liability for dealings with this entity, nor for any losses or damages arising from reliance on its claims.

In line with its obligations as a DFSA-authorised firm, the Firm has:

notified the DFSA of this unauthorised use of its details;
reported the fraudulent website and materials to the relevant authorities; and
enhanced its security protocols to protect its office premises, employees, and clients.

Members of the public, clients, and counterparties are advised to exercise caution and verify any communications claiming to be from the Firm by using only the official contact channels listed on our website: www.dalmacapital.com.

Suspicious communications should be reported immediately to compliance@dalmacapital.com.

The Firm remains fully committed to its obligations under the DFSA framework and to protecting the interests of its clients, shareholders, and stakeholders.

News & Announcements

Closing the Deal: The Importance of Face-to-Face Negotiations in M&A Transactions

29 March 2023

By Zachary Cefaratti

Mergers and acquisitions (M&A) transactions can be intricate, involving multiple parties such as buyers, sellers, lawyers, and advisors. As negotiations progress, it is not uncommon for the transaction to get bogged down in endless rounds of document markups, colloquially known as “SPA markup ping-pong.”

The SPA Markup Ping-Pong Problem

In M&A transactions, the sales and purchase agreement (SPA) is a central document outlining the terms and conditions of the deal. During negotiations, both sides often exchange marked-up versions of the SPA, highlighting and disputing specific clauses or terms. This back-and-forth can go on for a prolonged period, resulting in the following challenges:

Slower progress: The SPA markup ping-pong can slow down the transaction process, increasing the risk of deal fatigue and potentially jeopardizing the agreement.
Miscommunication: Remote negotiations can lead to misinterpretations, misunderstandings, and miscommunications, exacerbating the disagreements between parties.
Loss of personal connection: When parties interact only through document exchanges, they may lose the personal connection that can facilitate deal-making and foster trust.

Locking the Doors: The Power of Face-to-Face Negotiations

To overcome the challenges of SPA markup ping-pong and facilitate deal closure, it is crucial to gather all parties in the same room at a critical stage in the negotiation process. This face-to-face interaction, or “locking the doors,” can lead to several benefits:

Enhanced communication: In-person discussions allow for clearer communication and a better understanding of each party’s position, reducing the likelihood of misinterpretations and promoting more effective negotiations.
Faster decision-making: Having all parties present in the same room accelerates the decision-making process, as issues can be addressed and resolved immediately, rather than waiting for responses via email or phone calls.
Relationship-building: Face-to-face meetings help establish rapport and foster trust between parties, creating a more collaborative atmosphere and facilitating deal closure.

It is important to only ‘Lock the doors’ at a stage when parties aren’t too far apart on major, make or break issues. The advisor must know the critical juncture when the parties are just close enough to do a deal, but still far apart enough that the boost in momentum is needed.

While I refer to ‘locking the doors’, we typically find that the best format is for the lawyers of either the buyer or seller to host the meetings at their offices, to arrange a central meeting room for both the buyer and seller, but also to have breakout rooms or ‘war rooms’ for each side to break apart and reconvene. It may also be the case that key decision makers on either side remain remote, and instructions need to be taken at various stages by the deal teams for each side.

Going in for the kill

In M&A transactions, SPA markup ping-pong can prolong negotiations and hinder deal closure. By bringing all parties together for face-to-face negotiations, it is possible to overcome these challenges, enhance communication, and foster trust. “Locking the doors” and engaging in direct, in-person discussions can be a crucial factor in closing deals and achieving a successful outcome for all parties involved.

These sessions can easily go on for a few days, and usually mean long, grueling hours. In complex cases, these can even become multi-threaded with multiple teams from each side breaking into multiple war rooms and meeting rooms. These sessions are extremely intensive and not for the feint of heart, but personally there is nothing I enjoy more than the last mile of a deal.

In a way, closing an M&A deal is like finishing a marathon, and the saying about marathons rings true — “The halfway point of a marathon is 20 miles”

To know more about Zachary and his insights, please click here.

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