Opportunity for Both Sides of a Buy/Sell Transaction
Windes formulates M&A strategies to maximize business value, whether buying, selling, or merging.
We are your partner throughout the transaction, and our team provides valuable insight and guidance along the way. Our experience is in providing financial and tax due diligence in a wide variety of industries and businesses.
Working Capital in M&A Transactions
Working capital is a critical element of any business operation. This is especially true when it involves mergers and acquisitions. Watch the video below to find out more about Working Capital in M&A transactions.
Talk to Windes about your M&A transaction needs.
Sell-Side M&A Services
As a seller in an M&A transaction, your primary goals are to maximize the sale price, control the narrative, and ensure a swift, clean closing. Windes supports these efforts by proactively preparing your company and addressing potential buyer concerns before they arise.
Exit Planning and Value Acceleration
Our Exit Planning and Value Acceleration services focus on strategically increasing a business’s value while aligning the owner’s personal, financial, and business goals for a future transition. This comprehensive approach maximizes the business’s worth, minimizes taxes, and ensures the owner can successfully exit on their own terms, providing a roadmap for selling the business.
Quality of Earnings (QoE) & EBITDA Analysis
Windes prepares a proactive Sell-Side QoE report that justifies the asking price and controls the financial narrative.
Working Capital Analysis
We analyze trends to establish a defensible working capital target and define the contract methodology to secure maximum cash-out.
Financial and Tax Due Diligence
Windes conducts an internal review to uncover hidden liabilities or errors, then remediates issues to prevent buyer price deductions.
Cash Flow and Financial Modeling
We develop detailed financial projections and a supporting business model for the Confidential Information Memorandum (CIM).
Tax Projections
Windes projects tax liabilities under various deal structures to help sellers maximize after-tax proceeds.
Letter of Intent (LOI) and Definitive Agreement
We provide strategic input on valuation, working capital target, escrow structure, and other key terms for the initial Letter of Intent and final definitive agreement.
Post-Close Due Diligence / Follow-Up
Windes manages and reviews the final working capital true-up calculation and provides accounting support for dispute resolution.
Buy-Side M&A Services
As a buyer in an M&A transaction, your focus is on validating the investment, mitigating risk, and structuring the combined business for future success. Windes provides comprehensive support across these critical phases:
Financial and Tax Due Diligence
Windes performs Quality of Earnings (QoE) and tax due diligence to verify sustainable profit and flag risks before the deal closes.
Working Capital Analysis
We analyze historical trends to establish a defensible working capital target and protect the buyer’s price via true-up reviews.
Cash Flow and Financial Modeling
Windes builds robust financial models (three-statement, debt analysis) to inform valuation and financing strategy.
Letter of Intent (LOI) and Definitive Agreement
We provide strategic input on valuation, working capital target, escrow structure, and other key terms for the initial non-binding offer and final definitive agreement.
Business Structure Planning
We model various structures to advise on the most tax-efficient acquisition method (e.g., asset vs. stock purchase).
Purchase Price Allocation (PPA)
Windes performs the mandatory intangible asset valuation and PPA to ensure financial reporting compliance and set the correct tax basis.
Post-Close Due Diligence / Follow-Up
Windes manages and reviews the final working capital true-up calculation and provides accounting support for dispute resolution.
Windes M&A Team
Whether you are a small closely-held business, or have international operations, Windes will assist with your needs. We tailor our due diligence services based on your specific situation. Windes is able to provide the accounting, assurance, advisory, and tax services you need to negotiate, structure, and complete the transaction with the most positive outcome. We are here for you every step of the way – from the day you sign the letter of intent to post-close follow-up.
Windes M&A Benefits
We help businesses improve their internal accounting procedures and policies, enabling them to have strong and solid financial data when it is time to sell. Our comprehensive office solutions for small businesses ensure accurate financial statements when internal resources are limited.
Our international accounting and tax expertise helps businesses with mergers and acquisitions in a multi-national environment. Windes can also help restructure companies to achieve the most tax-efficient global structure.
We assist business owners in post-sale tax planning and savings by implementing various strategies, including the setup of charitable remainder trusts, donor advisory funds, irrevocable trusts, and other tax-deferral investment opportunities.
Our process helps businesses to ensure that their Information Systems are secure and in compliance with the sale. Windes also helps businesses review the target’s Information System to ensure its security as part of the due diligence process.