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Pre-Sale Review

Despite the fact that many SME’s companies will have traded successfully until the point of sale, some will be unprepared for the level of scrutiny conducted by a buyer.

Once a deal is agreed, a buyer will instruct due-diligence on the target business. This is typically an exhaustive and detailed review that comprehensively audits the legal and commercial history of the company.

Issues discovered during due-diligence can result in a lowered offer, or even an aborted sale.  Considerable monies will have been spent – which can be extremely costly for the seller if the result is a chipped-price or failed deal.

We provide a pre-sale review that covers the key aspects a buyer is likely to audit. 

The review is based on simulating due-diligence by way of extracting data and documents followed by analysis and reporting.

Typical review points:

  • Statutory Income Statement, Balance Sheet & Cashflow
  • Management Information
  • Forecast Income Statement
  • Exceptional costs
  • Customers, contracts & revenue
  • Suppliers, contracts & expenditure
  • Inventory, profile, ageing, turns, provisions
  • HR, contracts & claims
  • Accounting policies
  • Debt covenants
  • Contingent liabilities
  • Insurances
  • Legal review***
    • Shareholder agreement(s) & share register
    • IP: Trademarks, patents & copyright
    • Property

*** Conducted in partnership with a legal specialist

The review is not meant to replace buyer due-diligence per se.  However, the review is performed to a reasonable depth of analysis and aimed at identifying key issues prior to real due-diligence.

The benefit of the pre-sale review is that it allows for a company owner to correct key issues prior to going to market.  This reduces, significantly, the risk of a deal failing once heads-of-terms are struck.