TEMRIK / governed acquisition finance

Acquire a good business without forcing every deal into one capital structure.

The Hybrid Acquisition Facility combines committed senior capital, preferred equity and seller rollover into one governed transaction workspace. The economics are explicit. The cash waterfall is visible. Human approval stays in the loop.

Illustrative architecture only. Not an offer, credit approval or financial advice.

Capital sources

Senior debt + preferred equity + seller rollover

Governed facility

HoldCo / SPV + TEMRIK

Use of funds

Approved acquisition → operating cash flow → waterfall

01 / The structure

One facility. Four deliberately separated layers.

This is a repeatable transaction blueprint - not a promise that funding is available. It shows where capital comes from, what it can be used for and how cash can be allocated.

01

Acquisition vehicle

A HoldCo or SPV owns the acquisition, receives approved draws and keeps deal governance separate from the operating company.

02

Senior facility

Committed or revolving debt funds an agreed portion of the price, subject to security, covenants and conditions precedent.

03

Preferred equity

Negotiated priority, redemption, conversion or participation rights - always equity, never a guaranteed return.

04

Seller rollover

The owner retains an agreed stake, deferred consideration or earn-out to stay aligned through transition.

02 / The money path

Cash flows are governed before the first draw.

The order below is illustrative and must be adapted by counsel and funding parties. A reserve, cash sweep or covenant can change it.

1. Operating costs, tax and statutory obligations
2. Senior interest, principal and required amortisation
3. Working-capital and maintenance reserves
4. Preferred return, if legally payable
5. Variable preferred distribution within the agreed cap
6. Ordinary equity distributions or retained growth capital

TEMRIK control layer

Nothing important disappears into a spreadsheet.

  • Separate authority for investors, sellers, directors and operators.
  • Immutable receipts for approvals, draw requests, exceptions and amendments.
  • Evidence-linked work so decisions can be reconstructed.
  • No autonomous disbursement, underwriting or binding communication.

03 / Two perspectives, one record

For company owners

A clearer path from “I may sell” to a funded closing.

See proposed cash at close, rollover economics, transition obligations, information requests and approval gates without handing control to an opaque process.

  • Prepare a structured, evidence-linked data room.
  • Compare cash, rollover and contingent consideration.
  • Track conditions precedent and buyer requests.
  • Keep a human reviewer responsible for final statements.

For investors and capital providers

Underwrite the actual operating story.

Review the target, proposed sources and uses, downside cases, covenant package and every change made to the transaction.

  • Scenario-test debt service, reserves and distributions.
  • Review source links, diligence owners and exceptions.
  • Set approval thresholds and permitted-use rules.
  • Receive receipts rather than untraceable agent output.

04 / How people use it in TEMRIK

The facility runs through a human-controlled operating record.

01

Intake

Create a project brain with the target, ownership, timetable and responsible people.

02

Diligence

Run evidence-linked playbooks and surface missing information before it becomes a late surprise.

03

Approval

Route term sheets, draw requests and exceptions to the authorised decision-maker.

04

Close and monitor

Keep signed documents, covenant dates, distributions and post-close actions together.

Human control

Agents can classify documents, compare versions, identify missing evidence, draft questions and prepare decision packs. TEMRIK should not approve credit, release funds, waive a covenant, alter security or send a binding statement without authorised human approval.

05 / Legal position

Useful architecture. Jurisdiction-specific documents.

The capital stack must be implemented through definitive documents prepared for the issuer, target, investors and jurisdiction. The same label can describe different instruments in Australia, the UK or the US.

What must be settled

  • Entity, vehicle, share classes and constitutional rights.
  • Facility, security, guarantees, covenants and defaults.
  • Preferred dividend, redemption, conversion and voting terms.
  • Lawful distribution, solvency, tax and accounting treatment.
  • Disclosure, licensing, investor eligibility, AML/KYC and promotion rules.
  • Competition, foreign-investment, takeover and change-of-control approvals.
TEMRIK is workflow and record software, not a lender, broker, fund manager, issuer, solicitor or accountant unless separately authorised. No return, dividend, valuation, liquidity or closing is guaranteed.

Discover more

Technical and legal brief

Definitions, illustrative economics, waterfall, governance, diligence, TEMRIK workflow, risk register and jurisdiction checklist.

Download PDF

TEMRIK field guide

The Rules for Peace in business.

The companion ebook turns the same principle into a practical operating habit: prevent avoidable conflict by making the work, evidence, authority and next action visible before the argument starts.

Read the Rules for Peace

The idea

Most business conflict begins before the dispute.

A missing record, unclear responsibility, late notice or untested assumption becomes expensive when nobody can reconstruct what happened.

The playbook

Turn tension into a controlled next step.

Each rule asks what triggered the issue, what evidence exists, who must approve, what can be done now and what must be escalated.

TEMRIK connection

The acquisition facility, diligence room and post-close operating record can use the same Peace Playbook pattern: trigger → evidence → checks → human decision → action → receipt. AI can prepare the work; authorised people keep control.

Next step

Bring a transaction question, not a promise.

Use TEMRIK to organise the structure, evidence and decision gates. Your legal, tax, accounting and funding advisers decide what is lawful and appropriate.

Start a conversation
Educational product explainer only. This page and the downloadable brief are not an offer of securities, a recommendation, credit approval, financial product advice, legal advice, tax advice or an invitation to invest. Obtain independent advice from appropriately licensed advisers before relying on any structure or entering any transaction. Read TEMRIK’s trust position.