Due diligence analysis is a part of our business analysis offer. The Wikipedia definition is quite simple and we will use it (WIKI)

  1. The examination of a potential target for merger, acquisition, privatization, or similar corporate finance transaction normally by a buyer
    • for example, we helped in operational processes description to understand how the company operates and if it is worth to invest
    • we can unhide some hidden processes that are typical for any company
  2. A reasonable investigation focusing on material future matters
    • for example, it is the first step to build a good and efficient marketing strategy
  3. An examination being achieved by asking certain key questions, including, how do we buy, how do we structure the acquisition, and how much do we pay?
  4. An investigation of the current practices of process and policies
    • for example, we can boost your processes and simplify your policies/processes; the business processes transformation is our specialty for many years.
  5. An examination aiming to make an acquisition decision via the principles of valuation and shareholder value analysis
    • for example, your investment should bring you a required revenue. We use financial analysis and calculations to check if it brings a value for shareholders and company in long term.

This is the sample list of due diligence analysis:

I. Financial Information

A. Annual and quarterly financial information for the past three years

1. Income statements, balance sheets, cash flows, and footnotes

2. Planned versus actual results

3. Management financial reports

4. Breakdown of sales and gross profits by:

  • Product Type
  • Channel
  • Geography

5. Current backlog by the customer (if any)

6. Accounts receivable aging schedule

B. Financial Projections

1.Quarterly financial projections for the next three fiscal years

a. Revenue by product type, customers, and channel

b. Full income statements, balance sheets, cash

2. Major growth drivers and prospects

3. Predictability of business

4. Risks attendant to foreign operations (e.g., exchange rate fluctuation, government instability)

5. Industry and company pricing policies

6. Economic assumptions underlying projections (different scenarios based on price and market fluctuations)

7. Explanation of projected capital expenditures, depreciation, and working capital arrangements

8. External financing arrangement assumption

C. Capital Structure

1. Current shares outstanding

2. List of all stockholders with shareholdings, options, warrants, or notes

3. Schedule of all options, warrants, rights, and any other potentially dilutive securities with exercise prices and vesting provisions.

4. Summary of all debt instruments/bank lines with key terms and conditions

5. Off-balance sheet liabilities

D. Other financial information

1. Summary of current federal, state and foreign tax positions, including net operating loss carryforwards

2. Discuss general accounting policies (revenue recognition, etc.)

3. Schedule of financing history for equity, warrants, and debt (date, investors, dollar investment, percentage ownership, implied valuation and current basis for each round)

II. Products A. Description of each product

1. Major customers and applications

2. Historical and projected growth rates

3. Market share

4. Speed and nature of technological change

5. The timing of new products, product enhancements

6. Cost structure and profitability

III. Customer Information

A. List of top 15 customers for the past two fiscal years and current year-to-date by the application (name, contact name, address, phone number, product(s) owned, and timing of purchase(s))

B. List of strategic relationships (name, contact name, phone number, revenue contribution, marketing agreements)

C. Revenue by the customer (name, contact name, phone number for any accounting for 5 percent or more of revenue)

D. The brief description of any significant relationships severed within the last two years. (name, contact name, phone number)

E. List of top 10 suppliers for the past two fiscal years and current year-to-date with contact information (name, contact name, phone number, purchase amounts, supplier agreements)

IV. Competition

A. Description of the competitive landscape within each market segment including:

1. Market position and related strengths and weaknesses as perceived in the marketplace

2. The basis of competition (e.g., price, service, technology, distribution)

V. Marketing, Sales, and Distribution A. Strategy and implementation

1. Discussion of domestic and international distribution channels

2. Positioning of the Company and its products

3. Marketing opportunities/marketing risks

4. Description of marketing programs and examples of recent marketing/product/public relations/media information on the Company

B. Major Customers

1. Status and trends of relationships

2. Prospects for future growth and development

3. Pipeline analysis

C. Principal avenues for generating new business

D. Salesforce productivity model

1. Compensation

2. Quota Average

3. Sales Cycle

4. Plan for New Hires

E. Ability to implement marketing plan with current and projected budgets

VI. Research and Development

A. Description of R&D organization

1. Strategy

2. Key Personnel

3. Major Activities

B. New Product Pipeline

1. Status and Timing

2. Cost of Development

3. Critical Technology Necessary for Implementation

4. Risks

VII. Management and Personnel

A. Organization Chart

B. Historical and projected headcount by function and location

C. Summary biographies of senior management, including employment history, age, service with the Company, years in current position

D. Compensation arrangements

1. Copies (or summaries) of key employment agreements

2. Benefit plans

E. Discussion of incentive stock plans

F. Significant employee relations problems, past or present

G. Personnel Turnover

1. Data for the last two years

2. Benefit plans

VIII. Legal and Related Matters

A. Pending lawsuits against the Company (detail on claimant, claimed damages, brief history, status, anticipated outcome, and name of the Company’s counsel)

B. Pending lawsuits initiated by Company (detail on defendant, claimed damages, brief history, status, anticipated outcome, and name of Company’s counsel)

C. Description of environmental and employee safety issues and liabilities

1. Safety precautions

2. New regulations and their consequences

D. List of material patents, copyrights, licenses, and trademarks (issued and pending)

E. Summary of insurance coverage/any material exposures

F. Summary of material contacts

G. History of SEC or other regulatory agency problem, if any

due dilligence analysis

We can help you with 9 types of due diligence audits:

  1. Compatibility audit
  2. Financial audit
  3. Macro-environment audit
  4. Legal/environmental audit
  5. Marketing audit
  6. Production audit
  7. Management audit
  8. Information systems audit
  9. Reconciliation audit

With our due diligence, you’ll receive a comprehensive review of the target company’s business plan based on projected market conditions, the industry landscape, and the competition.

You will get an information:

  • how market or competitive uncertainty will impact the value of a company (e.g. due to new technologies, customers, trends, legislation, powerful buyers, or a new geographic market)
  • the feasibility of realizing revenue/EBIT projections that appear very aggressive compared to in the past
  • the validity of assumptions about revenue/EBIT projections that are based on the success of new products, customers or markets

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