Mergers & Acquisitions
Our approach to M&A due diligence is highly focused and addresses priorities on a real-time basis, including:
- Underlying business economics of the deal;
- Assembling the right team for any given transaction and maintaining lines of communication;
- Executing and communicating results on a timely basis and in a clear and concise manner.
We focus on the most critical elements of the transaction:
- Identify and quantify industry and deal-specific risks and opportunities;
- Evaluate the reasonableness of historical and projected cash flows, earnings and capital expenditures;
- Verify add-backs to EBITDA;
- Assess the quality of assets and search for hidden liabilities;
- Assist in structuring purchase price and working capital adjustment mechanisms;
- Assess a target company's internal control structure and operating environment;
- Identify key financial risk areas;
- Focus on financial areas that are most subject to estimates (i.e. reserves on receivables).
We provide useful insights about the quality of earnings, cash flows and other matters relevant to the decision making process:
Revenue Analysis:
- Run rate/trends-sliced and diced multiple ways
- Terms-Payments, returns, discounts, upgrades
- Revenue recognition
- Gross versus net presentation
- Bookings/backlog
- Seasonality
- Customer concentration
- Distribution channels
Expense Analysis:
- Run rate/trends-sliced and diced multiple ways
- Margins-inventory, royalties, warranty
- Department and facilities costs
- Commissions
- Severance/retention
- Capitalized cost and S, G&A expense analysis
- Related party costs and allocations
Related Services:
- Accounting & Financial Due Diligence
- Business Plan Reviews
- Business Integration Services
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