Damage Quantification

We participate in complex disputes or regulatory scrutiny that threaten the financial and operational development of your business in order to assess or refute the financial damage resulting from damaging actions.

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    Kepler’s litigation and arbitration team includes experts who are widely recognized in their respective sectors of activity, and is made up of consultants who are highly specialized in these matters, as well as former company executives or academics. Based on the backgrounds of its consultants, this team is able to develop and present conclusions and testimonial evidence in matters of economic and financial competence, as well as disputes related to mergers & acquisitions (M&A), or construction disputes, or even settle Expert Determination cases. Kepler’s team participates in both civil and arbitration proceedings before local and higher courts in Portugal and abroad, such as CPLP countries.

     

    Combining our multidisciplinary backgrounds, we act as independent consultants or experts, putting our experience and know-how at the disposal of our clients’ legal teams and advisors throughout the litigation process.

     

    Our teams intervene from the initial assessment of cases and collection of supporting information, definition of the strategy to be adopted, quantification and analysis of damages, to the support in negotiating an out-of-court settlement.

     

    In arbitration proceedings, we act as independent experts in order to provide an Expert’s Report on the approach and methodology used to quantify possible past or future damages.

     

    Our team has expertise in arbitration proceedings in the main international jurisdictions (ICC, LCIA, SIAC, SCC, UNCITRAL and ICSID).)

     

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M&A Disputes

M&A disputes refer to litigations that arise after the purchase and sale of companies or in mergers between companies. These litigations can arise from a breach of a sale and purchase agreement, from disputes that may arise between shareholders after the M&A operation has been finalised, or differences of interpretation in the application of options and other economic agreements in a transaction.

 

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    Examples of typical options are the call option and the put option. There are other accompanying agreements in a transaction between shareholders: tag along and drag along.

     

    There are also a series of mechanisms that are usually incorporated into a transaction agreement, known as earn-out, which give one of the shareholders the opportunity to obtain a higher return on a sale above a certain level. This is also a critical point in the generation of possible litigation in an M&A operation.

     

    We also validate compliance with the terms and conditions for releasing escrow accounts.

     

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Construction Disputes

Disputes in the construction sector often involve complex contracts, high values and significant economic and financial consequences. Our team provides expert support in quantifying financial losses resulting from conflicts, delays or contract changes, ensuring independent, rigorous and well-founded analyses.

 

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    Our services include:

     

    • Definition of the critical path and calculation of delays;
    • Calculation of losses due to delays or interruptions;
    • Evaluation of unforeseen additional costs;
    • Quantification of actual losses and loss of potential profits;
    • Preparation of technical expert reports to support negotiation, mediation, judicial or arbitration processes.

     

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Expert Determination

In cases where there is a disagreement of interpretation of an economic, financial or accounting nature regarding the terms of a contract between parties, particularly SPA agreements, they may agree to proceed to an Expert Determination type resolution, whose report is binding.

 

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    To this end, our teams ensure that the entire process takes place in accordance with the pre-established rules, acting transparently and being in constant contact with the parties of the dispute. We play a key role in ensuring that all aspects of the dispute are meticulously analysed, and can call on specialists from other areas, such as law or engineering, whenever necessary, always with the prior agreement of the parties. We ensure that the conclusions contained in our report are duly substantiated, facilitating their acceptance and compliance by the parties.