Leaders of a firm asked Elliott Davis: Can you help us get ahead of potential deal issues to increase the likelihood of a successful sale?


  • Customer hired investment banker to go to market
  • Not equipped for conversations with buyers about financial and tax matters
  • Issues were identified during buy-side diligence that killed the deal, and the company was taken off-market
  • Asked us to get them better prepared for a future sales process and the rigors of buy-side due diligence
  • Received unsolicited letter of intent (LOI)

Our Approach

  • Meet with leadership to review state of business to understand strengths and weaknesses
  • Perform initial assessment of accounting policies, historical working capital under GAAP, and best practices
  • Conduct sell-side financial and tax due diligence to “get house in order” and instill “go-to-market confidence”
  • Identify most advantageous tax structure to owners and complete business valuation to minimize tax burden

Our Impact

  • Fast-tracked successful close
  • Got ahead of potential buyer concerns and implemented best practices
  • Allowed leadership to spend more time focused on the business
  • Defended sell-side quality of earnings (QoE) and tax exposures to negate buyer purchase price reductions and post-close claw-backs
  • Collaborated with seller’s attorneys on favorable key deal points, tax matters, and drafting of pre-closing deliverables

We Can Help

For more information on how Elliott Davis can assist you and your business, contact a member of our team.

The information provided in this communication is of a general nature and should not be considered professional advice. You should not act upon the information provided without obtaining specific professional advice. The information above is subject to change.