M & A
M & A Consulting
Financial & Tax Due Diligence
EDB assists clients effectively navigate the myriad of accounting and tax issues, with an aim to minimize risks and maximize returns from the potential transactions.
Our services encompass:
- Evaluation of proposed investment structure.
- Assessment of the quality of assets and earnings.
- Identification and quantification of:
* Hidden costs,
* Tax exposures,
* Industry and deal-specific risks and opportunities,
- Evaluation of employee benefits.
- Internal control structure.
- IT systems and risk management procedures as well as rationalization of the purchase price.
Commercial Due Diligence
We conduct rigorous study and due diligence on:
Markets - identification of key demand drivers, market segmentation, volatility drivers, regulatory issues, cost drivers, trends and other industry-specific items.
Competition - identification of critical success factors, benchmarking of the target and its competitors, customer-buying power, ease of entry, supplier strength, availability of substitutes and competitive intensity.
Targeted search - identifying, profiling and screening of companies in target industry to help clients identify suitable investment targets and/ or business partners.
Company capabilities - its business model, strategy, and identification of the core capabilities, its potential areas of opportunity and risk. We support clients in green field or joint venture set up (such as business strategy review, negotiation support, project management and implementation).
Accounting Advice on Sales and Purchase Agreements (SPAs)
We advise clients on the cash accounting implications of the transaction agreements being negotiated, including purchase price adjustment mechanisms and completion accounts policies.
We also assist in developing contractual solutions to accounting or commercial issues identified, thus are ideally placed to pick up critical pricing issues at a time when they can be converted into real value.
M&A Tax Structuring
We assist private equity investor and corporate buyer clients with tax planning in the early stages of a transaction process, advising on tax-free versus taxable acquisition strategies, devising alternate deal structures to maximize long-term returns, assessing post-transaction tax implications and advising on post-acquisition tax restructuring.
Vendor Due Diligence / Assistance
We provide ongoing support to a company that is considering the sale of all or part of its business. The value added services include accounting advice and support, accounting advisory services, carve out, data room support, operational and commercial reviews, project management, risk review, sale and purchase agreement advice, as well as treasury and insurance services.
We can also provide bidders with a high quality, independent and focused due diligence report on the business to be disposed at the request of the seller.
Operation Transformation Advisory
We provide advisory and support on post-merger integration, transition and transformation planning, and provide advice on IT, HR and operations post transaction.