BWK Transaction Advisory Services Offerings and Solutions

BWK Transaction Advisory Services provides integrated services to Buyers and Sellers throughout the full spectrum of the M&A transaction lifecycle…

IdentificationEvaluation ➝ Execution ➝ Post-Transaction Optimization & Maximization ➝ Divestiture / Sell-side

Buy-side Services

Identification ➝ Evaluation ➝ Execution ➝ Post-Transaction Optimization & Maximization ➝ Divestiture / Sell-side

Identification

Strategy

Transaction Sourcing Support

Introductions to Potential Sellers

M&A Process Optimization

Buy-side Project Management

Evaluation

General

Due Diligence – Financial, Accounting, Tax, HR, Commercial

Financial Modeling and Valuation Support

Forecast Sensitivities Analysis

Commercial and Financial Analysis (Customers, Products, etc.)

Synergies Assessment Support

Prepare Report of Key Findings

Financial / Accounting

Quality of Earnings Analysis

Net Debt & Debt-like Items Analysis

Net Working Capital Analysis

Quality of Net Assets

Income Statement Analysis

Balance Sheet Analysis

Capital Expenditures Analysis

Free Cash Flow Analysis

Technical Accounting Matters

Pro-forma Financial Information

Assessing Seller’s Quality of Earnings Analysis / Sell-side Report

Tax

Tax Matters and Considerations

Tax Structuring

State and Local Tax Landscape and Issues

HR and Operations

HR Readiness and Day 1 HR Planning / Checklist

Operational Analysis and Planning (Day 1 and Day 100)

Execution

Negotiations Support

Purchase Agreement Commentary and Support

Preparation of Post-Closing Purchase Price / Net Working Capital Mechanism

Preparation of Post-Closing Earn-out Mechanism

Preparation of Tax Purchase Price Allocation

Transition Services Analysis

Provide Report to Authorized Stakeholders

Discussions with Buyer’s Lenders and Insurance (R&W, etc.) Providers

Post-Transaction Optimization & Maximization

Post-Closing Purchase Price / Net Working Capital True-up Calculation Analysis

Post-Closing Earn-out Calculation Analysis

Transition and Integration

Performance Improvement

Portfolio Monitoring

HR and Operational Optimization

Synergies Evaluation and Tracking

Financial Statement Services (Audits, Reviews, Compilations, 401(k) Plan Audits, Personal Financial Statements)

Tax Services (Tax Planning, Tax Structuring, Tax Return Preparation / Compliance, Negotiations with Tax Authorities)

Sell-side Services

IdentificationEvaluationExecutionPost-Transaction Optimization & MaximizationDivestiture / Sell-side

Identification

Strategy

Introductions to Potential Buyers

M&A Process Optimization

Divestiture Project Management

Evaluation

General

Due Diligence – Financial, Accounting, Tax, HR, Commercial

Financial Modeling and Valuation Support

Commercial and Financial Analysis (Customers, Products, etc.)

Transition Services Analysis

Stranded Costs Analysis

Carve-out Assistance

Prepare Parallel Analyses for Financial and Strategic Buyers

Prepare Report of Key Findings

Provide Key Information to Seller and Seller Advisors (Investment Banks, Attorneys, etc.)

Dataroom Preparation Support

Financial / Accounting

Quality of Earnings Analysis

Net Debt & Debt-like Items Analysis

Net Working Capital Analysis

Quality of Net Assets

Income Statement Analysis

Balance Sheet Analysis

Capital Expenditures Analysis

Free Cash Flow Analysis

Technical Accounting Matters

Pro-forma Financial Information

Tax

Tax Matters and Considerations

Tax Structuring

State and Local Tax Landscape and Issues

HR and Operations

HR Separation and Day 1 HR Planning / Checklist

Operational Separation Analysis and Planning (Day 1 and Day 100)

Execution

Negotiations Support

Purchase Agreement Commentary and Support

Preparation of Post-Closing Purchase Price / Net Working Capital Mechanism

Preparation of Post-Closing Earn-out Mechanism

Preparation of Tax Purchase Price Allocation

Transition Services Structuring

Provide Report to Authorized Stakeholders

Discussions with Potential Buyers and Buyer’s Advisors

Prepare Updates to Key Analyses, Report and Dataroom Information

Post-Transaction Optimization & Maximization

Post-Closing Purchase Price / Net Working Capital True-up Calculation Analysis

Post-Closing Earn-out Calculation Analysis

Support Operational Separation Transition to Buyer

Implement Day 100 and Future Sate of Seller / RemainCo

Portfolio Monitoring

HR and Operational Optimization

Financial Statement Services (Audits, Reviews, Compilations, 401(k) Plan Audits, Personal Financial Statements)

Tax Services (Tax Planning, Tax Structuring, Tax Return Preparation / Compliance, Negotiations with Tax Authorities)

Other Services

Purchase Price / Net Working Capital True-up Dispute Analysis and Support

Earn-out Dispute Analysis and Support

Forensic Auditing / Accounting

Succession Planning

Due Diligence for Lenders

ESOP Advisory Services

Internal Control Reviews

Internal Business Function Reviews

Business Process Redesign Analysis

Negotiations with Lending Institutions

Human Resources Support and Outsourcing

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