Transaction Due Diligence

Are you planning to acquire or divest a business or its assets? Exploring new market opportunities?

Our professionals have in-depth transaction expertise and are ready to provide assistance at every step of the way.

We support clients throughout the transaction life cycle, helping to save time, mitigate risks and drive future success.

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experienced professionals

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clients, from private equity firms and strategic investors to financial services and insurance companies

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years in the market

TRANSACTION DILIGENCE

Financial due diligence resulting in a detailed report describing the target’s financial risks, business, structure, financial position, operating results, etc.
Financial due diligence resulting in a summary of findings on the target’s key financial risks
Preparing the target’s indicative summarized financial statements and calculating adjustments to key indicators
Support in negotiating transaction terms, including pricing

Preparing a vendor due diligence report for potential investors
Preparing a seller information document for potential investors
Preparing the target’s indicative summarized financial metrics and calculating and presenting the target’s key indicators for potential investors
Analyzing the target’s financial risks ahead of divestment or for purposes of bringing in external investors
Support in negotiating transaction terms, including pricing

Support in drafting and negotiating transaction documents (term sheet, SPA, shareholders’ agreement, etc.), including financial and risk sections (financial terms and definitions, representations and warranties, closing conditions and mechanism, transaction pricing, deferred payment, closing accounts vs. locked-box mechanism, permitted/unpermitted leakage, etc.)
Preparing and analyzing closing accounts and calculating key pre-closing metrics (working capital, net debt, EBITDA, etc.)
Post-closing data preparation (asset transfer, no unpermitted leakage, EBITDA calculation for deferred payment purposes)

Independent business review (IBR), assistance with risk identification and assessment and business continuity analysis
Independent monitoring of the borrower, including the independent calculation of a cash sweep, covenants and other ratios in the loan agreement

Short-listing potential targets, depending on the set criteria and acquisition strategy
Examining the targets’ business using public data
Arranging for and holding negotiations with interested parties

Valuation of the target’s business in accordance with Federal Valuation Standards (FVS) and International Valuation Standards (IVS)
Obtaining an independent fairness opinion