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Mergers & Acquisitions

How can BDO help you?

Are you and your company at the proverbial crossroads and uncertain what to do next? Not sure whether to sell or expand your business? Have you built a company and don’t have a successor?

Whether you are a Czech entity asking similar strategic questions or a foreign investor who plans to enter the market or just needs an initial analysis of a new market, our Mergers & Acquisitions team will guide you through the process.

 

Our services:

  • analysis and assessment of the company’s situation
  • suggestions for best practice options
  • assistance creating or modifying a business plan
  • selecting optimal sources of financing from individual or institutional investors (investment funds, banks, etc.)
  • addressing and communicating with financial investors or institutions
  • selection of a suitable funding provider
  • negotiation of financing conditions
  • assistance in concluding contractual documentation
  • helping to integrate the purchased business into the buyer’s organisational structures to maximise synergies and cost savings
  • reporting settings
  • migration to the new accounting system
  • consolidation settings
  • setting up the supply chain, risks and functions of individual entities
    • economic/business aspect
    • optimisation of tax burden
    • transfer pricing documentation, mandatory assessment
  • identification of a suitable business to purchase
  • proposal of acquisition strategy and contacting the owner of the target company
  • management of the entire purchasing process, including coordination of any other advisors
  • financial and tax review of the management of the purchased company (investor due diligence)
  • valuation of the purchased business
  • assistance in financing the purchase of a business
  • negotiating the best achievable terms of business acquisition
  • assistance in signing contractual and other transaction documents
  • assistance with the settlement (completion) of the purchase of a business
  • analysis and assessment of the situation
  • proposal of variants of sales strategy
  • identification of potential candidate(s)
  • processing of information for selected buyers (information profile, information memorandum, data room)
  • vendor due diligence
  • help with the preparation of the company’s business plan
  • preparation and management of the whole sales process
  • negotiation of the best achievable conditions for the sale of the company
  • assistance in signing contractual and other transaction documents
  • assistance with the settlement (completion) of the sale of a business
  • assistance in creating or modifying a financial plan for valuation purposes
  • quick indicative valuation
  • valuation based on discounted cash flow method
  • analysis and assessment of the situation of the company/group
  • proposal for variants of the restructuring process
  • assistance drawing up a restructuring plan
  • implementation of the restructuring, including communication with banks and other creditors
  • reorganisation of the group, including risk reduction for the owner, key managers, statutory bodies
  • setting up internal audit and controlling
  • forensic investigation

Due diligence is a service for the investor during the merger and acquisition transactions which aims to investigate the target company from a financial, tax and potentially other perspective. The aim of our due diligence services is to investigate and assess the target company, identify key transaction and financial issues and suggest next steps in relation to the purchase price (valuation model), SPA or post-transaction actions.

In our due diligence report, our clients also find recommendations and other suggestions for the steps to be taken to successfully complete the transaction. However, the structure of the report and our procedures always depend on the specific needs of the client, the nature of the transaction and the industry in which the target company is engaged.

Our due diligence is usually focused on the following areas:

  • Identify transaction and financial risks and / or opportunities for the Buyer
  • Normalized profitability (e.g. "adjusted EBITDA")
  • Revenues, margins, profitability and key business drivers
  • Net debt including off-balance sheet items and other adjustments
  • Working capital analysis incl. its average level for completion accounts purposes
  • Analysis of other balance sheet items and cash flow
  • Capital expenditures
  • Related parties
  • Business plan analysis
  • Tax due diligence and tax transaction structuring

We continuously communicate our findings to the client and provide a professional team with proven experience throughout the due diligence process. Thanks to the investigation, our clients not only get a real picture of the target company, but often they also save significant sums in the purchase price negotiations or they can even avoid an unsuccessful transaction in some cases.

Our typical clients include both the strategic investors and the private equity funds operating not only in CEE region.

Main contact persons