Mergers and Acquisitions

Accounting, tax, and business strategies for successful mergers & acquisitions

If you are planning on buying or selling a business, please consider…

Vertical Advisors participates in multiple merger & acquisition deals each year. We work with the business owner to assist them in successfully selling or buying a business. Services that are generally required include the following

Our Tax Preparation Services include Federal & State(s) services as follows:

1. Pre-due diligence – Due diligence is the process of the buyer reviewing the sellers’ accounting to support or adjust the desired sales prices. Pre-due diligence is the process of cleaning up the accounting to be prepared for due diligence. If the accounting isn’t clean, then the due diligence process is slowed down, or creates issues for the potential buyer and typically they will reduce their offered purchase price. VA can help the company clean up their accounting to be prepared for due diligence.
2. Due Diligence: Typically, the buyers’ investment banker has individuals that specialize in financial analysis and they prepare the due diligence which tests the sellers’ accounting to support the sales prices. VA can assist in this process.
3. Tax Planning: Whether you are the buyer or seller, an income tax strategy needs to be done. For the buyer, the goal from an income tax perspective is to purchase the company in a way in which the buyer will receive beneficial tax deductions, which can then reduce income tax, and thus help the buyer reduce cash flow. From a sellers’ perspective, an income tax strategy is done to minimize the income tax amount that has to be paid upon the sale.
4. Business Advisory: We have participated in many M&A deals. You can see some of them below. There are many other topics that need to be discussed that don’t deal with accounting and taxation. Some of those items consist of:
o Net proceeds after tax
o Owner(s) still working at the company after the sale
o Owners’ desire to still do something
o Picking the right financial advisor
o And many more…
After they sell, many of our clients have expressed that they don’t want to work at the company any longer since they are not the boss.
5. Financial Strategy: If you are a seller, you should have a good amount of money to invest and grow for continued years, you just need to pick the right team to help you with this. There are a lot of financial advisors, but it is my experience that it is hard to find a good one. It is very important to understand how your finances will work based on investment returns and no salary or business ownership.
6. Buying a Company: If you have purchased a company there are many items to focus on.
o Integration of cultures
o Integration of accounting
o Resources required to run a larger company
o And many more…
All these items should be part of the considerations during the process of buying a company.
7. Buying out a partner / shareholder or allowing a new partner / shareholder. When a business is going to buy out a partner or shareholder, there needs to be tax, accounting and business considerations. Similar considerations need to be considered also when a new partner or shareholder is added to the company.
8. Financing: When you buy a company, you need to make sure you have the proper financing available. VA can help with banking and other financing options.

Vertical Advisors has helped many clients in successfully selling their companies. We have permission to share some of these deals with you!

Real Geeks sale of $40MM to CINC Superior Holdings, LLC

Specialty health care company, California, $70MM. Vertical Advisors assisted in tax & business advisory.