BUY SIDE ADVISORY

Industry Business Strategy Verification:
  • Conduct secondary market research and map out the industry.
  • Evaluate the financial model and information memorandum.
  • Verify assumptions in the business plan, conduct scenario analyses, and measure performance at the unit level.
  • Assess the scalability of the business model and pinpoint major challenges.

Rollout of non-binding offer:

  • Create the term sheet.
  • Start discussions with the target company to relay the offer.
  • Counsel the buyer on important negotiation details and support the negotiation process with the target company.
Documentation Support:
  • Examine the Non-Disclosure Agreement (NDA)
  • Evaluate the term sheet
  • Assess the Shareholders’ Agreement (SHA), Sales and Purchase Agreement (SPA), etc.
  • Review documentation related to the deal
Valuation Analysis:
  • Apply different methods such as Discounted Cash Flow (DCF) and comparative company analysis.
  • Conduct a sensitivity analysis to explore how various factors influence the valuation.
  • Review multiple scenarios to establish a range of possible values

Financial Due Diligence:

  • Preparation of the databook
  • Evaluation of earnings quality, working capital, and net debt
  • Detection of potential issues and critical considerations
  • Providing advice on necessary adjustments to the valuation

Deal Closure:

  • Develop a collaborative business plan for integrating operations post-acquisition.
  • Support with pre- and post-condition compliance.
  • Provide comprehensive support from the conclusion of the deal onward.

SELL SIDE ADVISORY

Knowledge Management:

  • Preparing newsletters
  • Compiling industry reports and updates
  • Creating industry dashboards
  • Comparing listed entities and monitoring industry trends
  • Estimating market size and mapping industry sectors

Deal Collateral Preparation:

  • Developing financial models for strategic buyouts, leveraged buyouts, and IPOs
  • Facilitating mergers, demergers, and debt restructuring
  • Validating assumptions
  • Performing sensitivity analyses
  • Estimating valuations for transactions
  • Drafting teasers and information memorandums
  • Writing notes for investment committees
  • Crafting management presentations
Deal Origination Support:
  • Locating and profiling potential targets
  • Condensing the Information Memorandum
  • Evaluating opportunities using both quantitative and qualitative criteria
  • Organizing LP mappings and outreach efforts
  • Conducting roadshows for deal-making and fundraising
Due Diligence Support:
  • Conducting preliminary due diligence
  • Establishing and managing data rooms
  • Responding to investor inquiries
  • Assisting with stakeholder management

Documentation Support:

  • Conducting reviews of NDAs
  • Analyzing term sheets
  • Reviewing deal-related documentation

Deal Closure:

  • Supporting compliance before and after conditions are met
  • Offering support after the deal is completed

DUE DILIGENCE

Buy side Financial Due diligence:

  • Preparation of the databook
  • Analysis of earnings quality, working capital, and net debt
  • Detecting red flags and crucial considerations
  • Advising on and assessing valuation adjustments
  • Serving clients such as family offices, institutional investors, venture capitalists, and overseas consulting firms

Vendor Due diligence:

  • Conducting quality of earnings, working capital, and net debt analysis as part of a structured process
  • Catering to corporates, mid-sized businesses, and startups
Pre-Due diligence:
  • Setting up data rooms and conducting preliminary financial reviews to spot red flags
  • Engaged by corporations to gear up for due diligence
Commercial Due diligence support:
  • Helping investors grasp industry specifics, identify critical metrics and growth drivers, and validate business plans from targets using secondary data sources

VALUATION

Valuations under GAAPs and IFRS:

  • Conducting impairment tests
  • Providing support for IFRS 16
  • Valuing employee or management incentive schemes
  • Evaluating recurring funds
  • Performing 409A valuations
  • Allocating purchase prices (PPA)
  • Valuing complex financial instruments
  • Valuating share-based compensation

Valuation Advisory/Fairness opinions:

  • Providing fairness opinions for related-party transactions
  • Assisting board members with objective fairness assessments
  • Delivering opinions for bond indentures or financing agreements
  • Valuating startups and commercial enterprises
  • Calculating swap ratios
Dispute, litigation and expert valuations:
  • Performing valuations for court cases, including shareholder and matrimonial disputes
Tax and regulatory valuations:
  • Conducting valuations according to tax, foreign exchange, and security regulations
Portfolio Valuation:
  • Appraising portfolios of venture capitals, private equities, and startups
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