TRANSACTION SERVICES

ACQUISITION DUE DILIGENCE
Due diligence is important to reduce the unknown by providing a better understanding of the target, identifying and allocating associated risks of the transaction, validate the acquisition rationale and avoiding acquisition pitfalls and disappointment.

Our due diligence review can help you in the following:

• Comment on the quality of the target’s earnings and assets to assist you in your assessment of the target’s prospects.
• Highlight risks of the target and how to deal with them in contracts through warranties, price adjustment mechanism and completion accounts.
• Highlight opportunities and potential upsides.
• Using the due diligence findings to your advantage during deal negotiations including pricing.

CONTRACT ASSISTANCE
It is important that significant risks identified during a due diligence exercise be appropriately addressed in the sale and purchase agreement.

We can assist in providing financial and other inputs into the sale and purchase agreement in areas such as:

• Accounting definitions
• Suggested conditions precedent
• Price adjustment mechanism
• Warranties and indemnities
• Basis and mechanics of completion accounts process

FINANCIAL MODELLING
Financial modelling has become an important decision-making tool in today’s business. It plays a crucial and integral role in a company’s strategic decision-making process in simulating business scenarios for charting the company’s future plans and formulating business solutions.

BDO is able to provide you with financial modelling solutions for all aspects of your business including the following:

• Business and cash flow management
• Budgeting and financial projections
• Strategic investment decisions e.g. M&A, capital investments, etc.
• Scenario analysis
• Other complex commercial analysis

VENDOR ASSISTANCE
Vendors may require assistance in divestments in order to maximise sale value and to facilitate an orderly sale process.

We can assist you in the following:

• Carry out a vendor due diligence whereby we are primarily responsible to prospective buyers.
• Carry out pre-sale reviews or due diligence for the benefit of the vendors to highlight deal issues which may be raised by. prospective purchasers in the course of their due diligence process. This pre-sale review will also assist the vendors to structure the proposed sale.
• Provide data room assistance including the set-up and management of the data room and addressing purchaser queries.

COMMERCIAL INTELLIGENCE
Investors may require information on the target’s market and industry and an objective assessment of the assumptions used in the projections to help evaluate opportunities and risks of potential acquisition; as well as develops market entry strategies.

Our commercial intelligence service can provide you with the following information and assistance:

• Market size and growth rate
• Competitive analysis
• Profitability drivers
• Sales and distribution network
• Regulatory environment
• Review of projections and/or financial model and analyse significant variances