Transactional Advisory Services
SGC’s Transaction Advisory Services Practice assist investors and lenders navigate complex transactions, whether buying, selling or restructuring a business. Our professionals have decades of experience advising clients in every aspect of the transaction, and we effectively deliver insights and actionable information of the deal drivers, strategic objectives and key value considerations to assist with your financial, tax and IT due diligence needs.
On the buy-side, our methodology focuses on validating EBITDA adjustments and identifying risks, opportunities and potential deal breakers. On the sell-side, we work with your portfolio companies to address potential issues that may arise from the buyer's due diligence, maximize and support management's EBITDA adjustments, and ensure that the companies are adequately prepared for the rigors of the process.
Financial Due Diligence
Our approach to buy-side and sell-side due diligence analyzes financial drivers of the business on normalized earnings, cash flow and GAAP considerations. Our services include:
Tax Due Diligence and Structuring
Our tax team combines our breath of experience in federal, state and local tax (SALT) as well as payroll tax. Our buy- and sell-side tax consulting services provide advice on the most tax-favorable structuring alternatives. We put a particular focus on preserving or creating tax assets. This includes examining stock versus asset deals, looking at potential pitfalls like Section 382 net operating loss limitations, and focusing on the impact that any planning will have on the other party to the transaction. We also examine the potential impact that tax strategies may have upon the growth plans and the owner's potential exit strategies. Our services include:
Valuation
Understanding the value of a business, its ownership interests and its assets is necessary to develop a strategy that can maximize the effectiveness of a transaction—whether for selling an entire business, transferring ownership interests, providing equity-based compensation to management or allocating purchase price in connection with an acquisition. Our professionals possess the knowledge and understanding of valuation methodology and practices and are fully cognizant of the impact of relevant accounting and tax rules on the valuation conclusion.
Audit and Tax Compliance for Portfolio Companies
Our audit and tax professionals are highly trained to take into account the needs of both management and the ownership of portfolio companies of private equity groups. Our audits are effective, efficient and designed to minimize any disruptions to your day-to-day business operations and internal staff. Our transaction advisory industry expertise includes:
On the buy-side, our methodology focuses on validating EBITDA adjustments and identifying risks, opportunities and potential deal breakers. On the sell-side, we work with your portfolio companies to address potential issues that may arise from the buyer's due diligence, maximize and support management's EBITDA adjustments, and ensure that the companies are adequately prepared for the rigors of the process.
Financial Due Diligence
Our approach to buy-side and sell-side due diligence analyzes financial drivers of the business on normalized earnings, cash flow and GAAP considerations. Our services include:
- Buy-side due diligence
- Sell-side due diligence
- Due diligence for lenders
- Divestitures and carve outs
- M&A valuations
- Working capital
Tax Due Diligence and Structuring
Our tax team combines our breath of experience in federal, state and local tax (SALT) as well as payroll tax. Our buy- and sell-side tax consulting services provide advice on the most tax-favorable structuring alternatives. We put a particular focus on preserving or creating tax assets. This includes examining stock versus asset deals, looking at potential pitfalls like Section 382 net operating loss limitations, and focusing on the impact that any planning will have on the other party to the transaction. We also examine the potential impact that tax strategies may have upon the growth plans and the owner's potential exit strategies. Our services include:
- Tax due diligence, both buy-side and sell-side
- Tax planning strategies
- Tax planning for step-ups
- Tax modeling and tax benefit analysis
- Structuring of acquisitions, dispositions, mergers and carve-outs
- Analyzing utilization of net operating losses (NOLs)
- Post-acquisition integration/optimization and remediation services
- International tax
Valuation
Understanding the value of a business, its ownership interests and its assets is necessary to develop a strategy that can maximize the effectiveness of a transaction—whether for selling an entire business, transferring ownership interests, providing equity-based compensation to management or allocating purchase price in connection with an acquisition. Our professionals possess the knowledge and understanding of valuation methodology and practices and are fully cognizant of the impact of relevant accounting and tax rules on the valuation conclusion.
Audit and Tax Compliance for Portfolio Companies
Our audit and tax professionals are highly trained to take into account the needs of both management and the ownership of portfolio companies of private equity groups. Our audits are effective, efficient and designed to minimize any disruptions to your day-to-day business operations and internal staff. Our transaction advisory industry expertise includes:
- Real estate
- Technology
- Construction
- Health care
- Professional services
- Not-for-profit