Services

---

Selling a Business 

We will advise on the entire transaction lifecycle and guide you every step of the sale process:

• Strategic Advisory and Outreach- assess the market conditions, qualify a buyer pool, prepare, analyze and recast financials for external parties in a financial databook to present the Company in its best financial position, conduct a high-level valuation that supports industry-related comps, execute strong confidentiality agreements with buyers, and selectively market the company to qualified buyers.
• Deal Structuring and Negotiation - address initial buyer diligence requests, recommend Seller positions to the buyers, solicit proposals and negotiate terms while seeking legal and tax advice on proposals relating to the key terms, structure, and contingencies to maximize after-tax proceeds, minimize risk, and ensure all terms align with the client's goals and objectives. 
• Due Diligence - coordinate, advise and expedite buyer's due diligence process (typically 60-90 days) and address the main functional DD areas of finance, sales, operations, HR, tax, legal, and regulatory to ultimately ensure key milestones and timelines are met.
• Purchase Agreement - negotiate financial and commercial terms of the purchase agreement along with M&A counsel, such as the certain representations, the NWC target, holdbacks or escrows, indemnity caps and thresholds, and facilitate preparation of the binding legal disclosure schedules.
• Closing - coordinate with all key stakeholders, obtain the necessary consents and ensure final funds flow and wire information is accurate.

 Acquiring a Business 

We will advise on the entire transaction lifecycle and guide you every step of the buy-side process: 

• Strategic Advisory - understand the client's objectives and liase directly with seller or seller's advisor (if necessary) to execute an NDA and share an information request, analyze business information and financial statements and pose follow up questions to the Seller, conduct financial modeling to develop a valuation and structure, identify synergies, risks and opportunities with the transaction.
• Deal Structuring and Negotiation - prepare any internal deal memorandum where applicable for proposal approval, propose deal terms and structure options in a formal proposal, and negotiate terms with seller.
• Due Diligence / Purchase Agreement - lead or support overall due diligence and key functional area workstreams with client's leadership, review and negotiate the financial and commercial terms of the purchase agreement and ancillary documentation in coordination with M&A counsel, negotiate NWC and other financial exhibits or schedules, and lead pre-closing tasks, such as a compilation of a closing funds flow, internal and external communications, and other significant milestones.
• Post-close integration - NWC compilation, project manage integration workstreams with a focus on financial integration to align reporting, policies and COAs, prepare the OBS, set up payroll and banking integration, and other client objectives as necessary.

We can provide leadership and support in the following areas to improve and grow the company with enhanced tools, reporting, and processes to drive profitability and business enterprise value:

• Fractional CFO/Controller - perform month-end accounting close and generate monthly financial reporting packages with KPIs and trend analysis for the client to support key financial decisions that impact the business operations.  Assess and implement best practices around cash management, A/R, inventory, A/P, optimize customer and vendor pricing and terms to improve gross margin, expense management, capital project ROI, and full utilization of the company's operating system and data.
• Interim CFO - perform the duties of a CFO and oversee daily accounting and financial reporting duties, working capital and treasury management, capital project analysis, and tax responsibilities in a temporary, transitional role or support a current CFO with a special project. 
• Business Valuation - perform a valuation of the Company to assist with a client's future financial plans and goals.
• Acquisition Integration - design and/or manage an acquisition integration plan or a set of specific functional area workstreams (i.e. accounting, finance, treasury, HR, sales & marketing, IT, operations), facilitate the execution and tracking of synergies, and support the client as an integral strategic or tactical resource.