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Focused Due Diligence
How can you know if a potential target will make a sound investment? Focused Due Diligence from our Merger & Acquisition Services can provide the answers and give you a clearer picture of exactly what you plan to buy.
We can uncover and quantify industry-, country- and deal-specific risks and opportunities; identify hidden costs, contingencies and commitments; discover tax exposures; evaluate historical and projected cash flows; assist in structuring purchase price adjustment mechanisms; assess the target company's internal control picture; understand the impact of regulatory matters on the target company's industry; and evaluate employee benefits, information technology systems and risk management practices.
Commercial Due Diligence
For a strategic buyer who has identified a potential target, determining a range of potential values from which to negotiate is a critical part of the transaction process. Perhaps more than any other factor, the target’s future prospects drive potential value and, as a result, the price paid in the transaction. Commercial Due Diligence (CDD) professionals assist strategic buyers in evaluating a target’s business prospects through our analysis of and observations on:
- The assumptions underlying revenue forecasts – those of the seller or as developed by the buyer
- The size of the markets addressed by the target, as well as the target’s positioning and competitiveness within those markets
- The target’s R&D pipeline of future products or services
- The target’s customer base, including consideration of the portability of those customer relationships
Our commercial due diligence professionals collaborate with our tax and financial diligence colleagues to bring strategic buyers a more comprehensive perspective on their acquisition targets.
Tax and Accounting Structuring
Get the competitive edge from your merger & acquisition transaction. Our professionals can help position you to minimize your tax burden and maximize the return on your investment.
Our professionals suggest alternative tax and accounting structures; identify opportunities to reduce federal, state and foreign taxes; maximize the use of acquired net operating losses; prepare pro forma financial statements illustrating the effects of various structuring alternatives on future cash flows; and prepare formal accounting and tax structuring memoranda. For cross-border transactions, we recommend the best solutions relating to repatriation of cash; placement of debt; taxes, customs and duties; and foreign currency issues.
Closing a merger is only the beginning. To get the true value from your deal, it's necessary to have plans in place that will effectively combine the enterprises to create value for the newly formed organization.
Our Merger & Acquisition professionals can help you identify your integration goals and objectives; determine the appropriate integration approach; define the timeline; create the optimal integrated management structure; and finalize a high-level integration process that addresses myriad complex considerations, from talent and customer retention to development of implementation plans and establishment of human resource policies.
If you’re planning to sell your business, or a piece of it, you need to consider every angle to help ensure you capture the desired strategic value from the sale. Many issues accompany any divestiture, including complex deal structure, tax implications, and separation issues. Making it even more important to be well-prepared as the seller in the deal, and to better understand these issues before they surface from a buyer.
Our knowledgeable M&A professionals are experienced in all phases of a divestiture and can assist you throughout the process, from deal planning to post-transaction support, and they can help address the organizational, human resource, and technology aspects of handing over the keys to the business. Our professionals can also assist you with assessing all aspects of the divestiture, from strategic reviews of the business to be sold to providing a buyer’s perspective on the financial data being presented through to eventual separation planning and execution.