Buy-side Due diligence

Our finance team includes specialists who are deeply committed and experienced in providing:

• Due diligence for investors, banks and private equity houses (e.g. when considering funding a management buy-out).
• Due diligence for corporate acquirers, in which case we report to the acquirer and, where appropriate, their funders.

The specifics of the deal always determine the scope of financial due diligence. However, the process typically includes:

• An in-depth analysis of underlying historic performance, cash flows, assets and liabilities.
• A critique of management's forecasts, including the working capital requirements of the business.
• A review of the underlying financial systems and controls.
• An analysis of the taxation position of the business.

Our reports will also include:

• A summary of the key issues that have been identified by our work.
• Our views on the associated risks and implications for the deal, including integration and other post-deal issues where appropriate.

We have a reputation for thoroughness, so you can transact with more confidence, knowing that any issues have been properly reviewed and thought through. We also aim to identify key issues at the earliest stage so you can reach a ‘go/no-go’ decision as early as possible.

Who do we help?

Without doubt, the success of a transaction can be significantly influenced by the extent and quality of the due diligence undertaken. Financial due diligence is a key aspect of the overall investigation into a transaction. RSM firms have earned a reputation for providing timely and relevant due diligence reports and advice.

The specialist teams within RSM firms are composed of individuals who are deeply experienced in providing due diligence for:

• Investors, banks and private equity houses.
• Corporate acquirers including, where relevant, supporting the needs of their funders.
• Vendors (vendor assist or vendor due diligence), used to identify potential issues for the seller and thus, reduce the risk of these being used by a purchaser to seek reduction in the price.

We can help you with:

• Financial due diligence.
• Sale and purchase agreement advice.
• Deal mechanisms such as completion accounts and locked boxes.
• Working capital due diligence.
• Completion accounts review.
• Post deal support.

Why RSM?

Our responsiveness, depth of experience and global reach mean we can provide resources wherever and whenever you need them.

Senior partners within RSM firms, supported by experienced diligence practitioners, are actively involved in the delivery of projects, providing comprehensive and clear opinions on issues. This means in difficult and complex situations, particularly cross-border assignments, our experienced teams are involved in the detail of the work, providing value-add deliverables to meet your deal needs. We can help by:

• Identifying critical issues and rapidly answering them by providing clear proactive solutions to the complex problems they raise.
• Regularly communicating with you – agreeing a formal feedback plan and providing regular updates as work progresses.
• Focusing on high quality deliverables and providing you with clear guidance rather than using cautious wording and caveats.
• Taking a commercial and pragmatic approach.

Global coordination

A well-planned approach and a strong project management is essential to the delivery of any successful and efficient international due diligence project. RSM firms around the world, have significant experience and expertise on complex cross-border transactions.

By having a dedicated team in every major business centre around the world, we are able to source local knowledge, leverage existing relationships and provide on-the-ground support, regardless of the type of transaction or geographical region.

We help to effectively manage the increased challenges that can arise on cross-border assignments. We consider each project individually, however, we ensure that cross-border engagements are led and directed by a dedicated client service partner, irrespective of the geography.

This means:

• There is one point of contact who will coordinate our wider international team and take responsibility for the assignment.
• There is consistency of product and service delivery as the team develops an understanding of your business and future needs.
• Due diligence scoping is consistent across the different jurisdictions.
• We adopt a common methodology and produce clear and concise reports.
• We maintain regular communication throughout a transaction process with all key stakeholders ensuring you are kept informed of our progress and deal critical issues as they arise.