When it comes to transactions, the maxim “Buyer Beware” takes on greater significance. Since so many factors can affect the outcome or viability of a deal, companies must look beyond the balance sheet for answers. Can a proposed merger or acquisition provide improved operating efficiencies and successful IT integration? Could the loss of one major client impact revenue streams? Is a company asset overvalued or undervalued? Are the answers to any of the above enough to justify the price the purchaser is paying?
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When it comes to M&A, the answers are never simple. That’s why retaining a corporate advisor who understands the questions that need to be asked is crucial. Whatever your marketplace, industry or size of your company — and your deals — Rothstein Kass Business Advisory ServicesSM can play a critical role.
Our professionals are trained to look at more than just the historical and financial data of a company. We also look at the industry, marketplace, tax or accounting issues that may impact the deal. We serve a broad range of clients from private equity funds and their portfolio companies, privately-held or public companies, to shell companies.
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| How We Can Help : |
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We work closely with our clients and their advisors—attorneys and consultants— to scope out the information required to meet their objectives. Our multi-disciplinary teams of professionals possess the necessary transaction and accounting, tax or IT credentials to help structure, examine and execute your deals.
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| M&A Consulting |
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Tax-efficient deal structuring
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Analysis of tax, accounting, finance and management issues and consequences
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Assistance with transaction structure and deal negotiation
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Comprehensive financial analysis and projections
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Evaluate insurance and perform a risk analysis
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Valuation support
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| Financial and Accounting Due Diligence |
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Comprehensive financial analysis of acquisition target
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Quality of earnings analysis
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Normalized earnings calculation
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Identification of purchase price adjustments
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Evaluation of working capital needs (including target working capital calculation)
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Review of key contracts and commitments
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Assessment of accounting function
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Testing of assumptions underlying acquisition target’s financial projections
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Review of definitive purchase agreement
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Tax Due Diligence |
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Tax exposure analysis through review of relevant income, employment, property, and sales and use tax returns
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Recommend purchase price adjustments and tax indemnities
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Analysis and optimization of tax structures
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Identification of risks and opportunities
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Review of definitive purchase agreement
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| Operational Due Diligence |
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Internal controls and business processes assessment
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Identification of process enhancement
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Evaluation of operational risk
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Human capital assessment
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| IT Due Diligence |
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Evaluation of acquisition target’s IT infrastructure
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IT risk assessment
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Assessment of scalability of systems (“stress test”)
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Identify cost savings and hidden costs
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IT culture fit analysis
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