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Services Provided | Merger Acquisition & Divestiture Assistance

Service Offerings:

  • Financial and operational due diligence:
    • Working capital analysis:
      • Customer concentrations and bad debt analysis;
      • Credit policy evaluation;
      • Vendor concentrations and alternatives;
      • Inventory analysis (excess, obsolete, etc.);
      • Historical working capital trends;
    • On-time delivery/quality analysis;
    • High level systems reviews;
    • Capital expenditures analysis;
    • EBITDA analysis and adjustments.
  • Purchase price negotiation/dispute resolution;
  • Integration planning and implementation;
  • Offering Memoranda preparation (for sale of a business or division);
  • Acquisition target modeling;
  • Purchase accounting assistance.

Selected Engagements:

Functioned as one of the principal financial due diligence firm for several private equity firms, performing comprehensive financial due diligence (with the issuance of detailed written reports) for target acquisition companies, with annual revenues ranging from $10 to $200 million, located throughout the continental U.S. Industries of target companies included:

  • Metals and metal-related businesses;
  • Consumer cosmetic products;
  • Pet products;
  • Security alarms and monitoring systems;
  • Mobile storage;
  • Gaskets, hosing and piping for the oil and gas industry;
  • Valves and valve fittings for the oil and gas industry;
  • Waste processing;
  • Printing and mass mailing;
  • Trucking and transportation;
  • Workman’s compensation insurance;
  • Heavy construction equipment (earth moving and ditch digging) rental;
  • Aerial equipment rental;
  • Plant safety equipment;
  • Technology/internet related businesses;
  • DVD rentals;
  • English courses for international students (principally China).

Functioned as the sole financial due diligence resource for a $230 million refractory brick business as it acquired five businesses as part of its roll-up acquisition strategy. Annual revenues of acquired businesses ranged from $10 to $30 million. In addition to providing acquisition due diligence, also provided purchase accounting assistance to record the acquisitions pursuant to Generally Accepted Accounting Principles.

Performed financial due diligence for an internet service provider looking to upgrade its “hosting” capabilities with proven technology and the existing customer base of a target company. Our due diligence work uncovered significant issues and risks which caused our client to rethink (and ultimately to not pursue) the acquisition.

Performed financial and operational due diligence for a national not-for-profit organization looking to merge with a sister organization serving another geographical area. Identified ways to restructure the deal to limit exposure and costs, and provided a detailed, step by step plan that was used by the client to integrate the acquired organization into their own.

Assessed multiple units of a Seller’s organization to prepare them for sale; identified issues prior to the marketing of the business allowing the Seller to proactively develop strategies to maximize sales proceeds and avoid costly post-sale purchase price adjustments.

Worked with a Buyer’s law firm to develop a strategy in support of numerous purchase price adjustments. Testified in an arbitration proceeding, which ultimately resulted in the client prevailing on substantially all of the proposed adjustments, recovering more than $1.1 million from the Seller.

Identified acquisition candidates for a troubled metal business; negotiated acquisition agreement saving more than $2.0 million in potential purchase price adjustments.

Led due diligence team in the post acquisition review on behalf of the UK-based Buyer of a large multi-state international manufacturing business (including visits to various domestic and foreign locations); identified a multitude of issues and negotiated an $11 million reduction in the purchase price with the Seller.