Email: info@sba.cpa

M&A ADVISORY SERVICES

Expert Guidance for Buying, Selling, or Merging Businesses

Whether you’re acquiring a competitor, merging with a partner, or preparing your business for sale, M&A transactions are among the most complex and consequential decisions you’ll ever make.

Business Valuation

Valuation Approaches:

  • Income Approach — Discounted cash flow (DCF) and capitalization of earnings.

  • Market Approach — Comparable company and transaction analysis.

  • Asset Approach — Adjusted net asset value for asset-intensive businesses.

Valuation Purposes:

  • Sale or acquisition pricing
  • Partner buyouts and buy-sell agreements
  • Estate and gift tax planning
  • Shareholder disputes and litigation
  • ESOP valuations

Due Diligence Support

Buy-Side Due Diligence:

  • Quality of Earnings — Verification that earnings are real, recurring, and sustainable.

  • Working Capital Analysis — Understanding normal requirements and establishing targets.

  • Financial Statement Analysis — Deep dive into balance sheet and accounting policies.

  • Tax Due Diligence — Review of returns, positions, and potential exposures.

Sell-Side Due Diligence:

  • Quality of Earnings Preparation — Proactive analysis from a buyer’s perspective.

  • Data Room Preparation — Organization of financial documents for buyer review.

  • Issue Resolution — Early discovery and resolution of potential concerns.

Transaction Advisory

Advisory Services:

  • Deal Structuring — Asset vs. stock, tax implications, earnouts, seller financing.

  • Negotiation Support — Purchase price, working capital, reps and warranties.

  • Closing Support — Closing balance sheet, working capital true-up, funds flow.

  • Post-Acquisition Support — Integration, accounting alignment, earnout tracking.

Buyer & Seller Representation

Seller Representation:

  • Pre-sale planning and preparation
  • Financial presentation optimization
  • Buyer qualification and negotiation support
  • Tax structure optimization

Buyer Representation:

  • Target screening and valuation
  • Due diligence management
  • Deal term negotiation
  • Integration planning