Mergers & Acquisitions

Finding the right business partner for your company can be a difficult task.  We can assist you in the merger or acquisition process by assessing such critical elements as tax considerations; product / service compatibility; competitive tactics and position; financial; and cash flow considerations.

As Certified Business Valuation Analysts, we have supported numerous companies with their M&A transactions.  

Our services include the following:

• Sell-side tax structuring
• Buy-side tax structuring
• Sale with retained ownership
• Investment banker and business broker selection
• Negotiations
• Interim and distressed company financing
• Business Tax Diagnostic
  • Our systematic and proactive tax position evaluation tool covering nearly every tax saving opportunity available to small and medium sized closely-held companies
  • We have perfected the system over many years and uncovered tax savings each time we have worked with businesses using our diagnostic program
  • Comprehensive consideration of efficient business and individual tax strategies as well as owner estate planning and asset protection
• Financial statement recasting
  • Proprietary MKW recast adjustments log, which captures and logs three important aspects relating to recasting on a quarterly basis
    • Nearly exhaustive list of possible recast adjustments developed over years of M&A work to capture all possible recast adjustments
    • Capture related "peripheral" or side recasting costs
    • Document the related facts and compelling background story justifying each adjustment
  • These three facets of recasting help maximize the sales price and present the recasted financials to a buyer in the best possible light by isolating and highlighting core earning capacity
  • Increase EBITDA and profitability 
• Five Keys to Building Business Value
  • Over many years of M&A and business valuation (BV) experience we have seen and contrasted high value companies against low value companies giving us a deep value perspective
  • This deep understanding enables us to assess your company through a unique value lens and make recommendations for areas that can generate significantly more cash upon the sale of the company
• GAAP analysis
  • In most final purchase agreements sellers represent to the buyer that the financial statements as provided are stated in accordance with United States Generally Accepted Accounting Principles (US GAAP)
  • GAAP-deficient financials should be GAAP-ed up as soon as possible so as to position any earnings hits far enough behind you that they do not affect earnings and EBITDA
  • We can do an analysis of your general ledger to determine what adjustments would be required to present your financial statements on a GAAP basis
• Financial due diligence
  • Sell-side preparation for an acquisition is more important than most sellers think
    • Deal term negotiations, buyer due diligence and related activities are invasive and time consuming, and may cause a decrease in sale price
    • Document accumulation and data room preparation well in advance helps reduce some of that time consumption and strengthens the seller's negotiation position
  • Buy-side due diliegence
    • In the reverse, we can assist buyers with gathering the data necessary to protect themselves with compliance and in negotiations

When you're ready to sell, or buy, a business...