Buy / Sell
Making informed investment decisions depends on understanding the target.
Our financial due diligence will focus on KPIs, historic trends, quality of earnings, tax risks, and working capital profile, highlighting key areas of risk and red flags. Through extensive financial due diligence, tailored to your needs and concerns and to the activities of the target, our team will identify and communicate the key value drivers, risks and opportunities that will impact on your deal.
We work with businesses on every aspect of the transaction. Our aims are to relieve you of some of the pressure by providing practical advice and support and a level of comfort when making key decisions.
We will lead you through the financial aspects of the sale and purchase agreement, highlighting issues that may lead to negotiation of a better price or identifying matters for which warranties and indemnities should be sought.
We can also provide an understanding of the ongoing working capital requirements which often feature in the completion mechanism and which will impact price. Our approach is both practical and commercial and is always “hands-on”.
Our expertise enables us to meet your objectives, identifying negotiation opportunities and minimising your risk. Our team can advise on developing the most tax-efficient structure for your business and will deal with any tax clearances. We have the advantage of being able to bring in all areas of expertise needed for a transaction through our one office.
Selling your business is no simple task and finding a buyer is only the start of the journey. It is vital that vendors seek advice early on in the process.
We provide vendor due diligence or “health checks” to ensure that your business is in the best possible shape before selling, providing visibility on any problems that could arise on your planned sale.
We also offer indicative valuations that provide a solid basis for negotiation when you find the right buyer.
We provide practical advice on all aspects of a sale:
- Sell side health-check – getting you in the best shape to sell your business
- Negotiating and agreeing Heads of Terms -whilst not legally binding, these set out the expectations of each party on pricing, structure and completion mechanism; these can be difficult to renegotiate down the line, should you get it wrong
- Structuring – Tax efficient structuring of the sale, including extraction of assets can help you retain more of your proceeds
- Working capital calculations – these are often brought into the adjustment to price on completion and can require detailed consideration and negotiation
- Advising on SPA – Accounting and tax warranties and indemnities, and the completion mechanism can be complex; getting it wrong could be costly
We will navigate you through the sales process and legal agreements and provide commercial and accounting advice and support.
Reporting & assurance services
We offer Initial Public Offerings support where we can act as reporting accountants for AIM or Aquis listings.
We assist the advisers in their due diligence and advise you of any matters of concern or issues that need to be addressed prior to the listing.
Our team ensures that clients have direct access to the key members of the reporting accountant’s team, including partner level, to minimise delays, reduce management team pressure and create an effective working relationship. Our team prides itself on its commitment to meeting deadlines set by other advisers and by our clients.
Whether you are undertaking an IPO, sale or acquisition of a business it is essential that your finance function has the resources to deal with the requirements of external advisers and other stakeholders. Every corporate transaction means a period of high pressure for the directors and management team and can result in precious time away from running your business. Our knowledge of the listing and sales processes, together with our technical and commercial expertise, ideally places us to provide a hands-on service in providing practical assistance with information gathering and organising, preparation of key documents, liaising with other professionals to ensure smooth running of the timetable, as well as providing strategic advice.
We aim to make every transaction as simple and stress-free as possible for management by ‘hand holding’ them through the process. We sit alongside management and have the expertise and experience to offer as much or as little support as is required. We are not simply advisers; we are always happy to “roll up our sleeves” to ensure a transaction completes.
Our key services include
- Preparation of financial reporting procedures
- Preparation of financial models
- Analysis and segmentation of financial data
- Population of data room
- Preparation of accounts or historic financial information
- Tax optimisation strategies for the corporate and its shareholders
- Share incentive schemes advice & implementation
We can also provide post-IPO support, including the preparation or conversion of financial statements and other services an auditor is unable to provide due to ethical constraints.
For various reasons, businesses need to understand the value they hold, whether in their assets or the value of their own shares. We undertake valuations for
- Business sales, acquisitions & IPO’s
- Shareholder disputes, including divorce settlements
- Financial reporting purposes (purchase price allocations)
- Tax planning purposes
Our team is experienced in dealing with a variety of valuation issues, including valuation of businesses, shares, intangible assets for purchase price allocations and share options. Our knowledge of valuation strategies, combined with our experience, ensures a cost-effective and professional service.
We can also assist with the pricing of share issues where the business is preparing for an IPO or sale, and the valuation of target companies during acquisitions. We can provide valuations where there is a shareholder or matrimonial dispute, damages claims or insured losses. We use a variety of methodologies, techniques and judgement to arrive at an appropriate valuation.
Strategy & Business Planning
Business plans and modelling
Our expert team can help you prepare a strategic business plan to meet your objectives, and produce robust financial forecasting models. Find out more about our Strategy & Business Planning services.