Most intermediated deals on the desk follow the same path from first contact to completion. Knowing the arc — and which document does the work at each step — keeps a transaction clean and keeps everyone’s position protected.
Step 1 — the mandate
A principal brings a sell-side or buy-side mandate to the desk and signs a Brokerage Mandate Agreement. That fixes the side, the asset, exclusivity, the success fee on the Lehman scale and the tail. Until the mandate is in place, the desk does not take the opportunity to market.
Step 2 — the anonymised approach
The desk prepares an anonymised teaser and takes it to a screened list of prospective counterparties under the Deal Teaser Cover. Nothing identifying is disclosed at this stage — the cover’s confidentiality, no-contact and NDA-gating notice binds the recipient before they read a word of the teaser.
Step 3 — gate the disclosure
- An interested counterparty signs an NDA — one-way where only the desk discloses, mutual where both sides will.
- The desk runs its counterparty checks: sanctions / OFAC screening, and proof of funds or a buy-side mandate letter where relevant.
- Only then is asset-level information released.
Step 4 — agree terms
Once a counterparty is seriously engaged, the parties record headline terms in a term sheet — value, instrument, governance and the conditions to completion. Most of a term sheet is non-binding and subject to contract and diligence, but a few clauses (exclusivity, confidentiality, costs) bind immediately. Mark clearly which is which.
Step 5 — complete, and the fee
The transaction is documented in definitive agreements and completes. The success fee is earned on completion, calculated on the gross consideration on the Lehman scale, and payable in cleared funds (with deferred slices following the deferred consideration). The desk’s role as intermediary ends at completion; the deal terms themselves are the parties’ own, taken with their own advisers.
Each document in this chain — mandate, teaser cover, NDA and term sheet — is a fillable template in the document engine. They are starting points; the commercial terms of a real deal should be tailored with qualified counsel.