Due Diligence & preparation for financing or M&A

At Perlinski & Company, we know that the three keys to a successful due diligence process are: preparation, preparation and preparation. We have long expertise in providing due diligence preparation for Acquisition, Sale or Equity financings.



Due Diligence

We have developed a comprehensive technique to allow companies to develop real understandings of value that both speed the due diligence process and well as avoid costly mistakes in valuation. Some of our salient modules include:


Exactly owns the company? Disorganized stock records and missing stock certificates will complicate the deal and take time to correct.

Corporations are artificial entities and the law requires that they observe certain formalities, such as approving major transactions and contracts by appropriate board board of directorsDirector’s resolution. For a smooth transaction, all the “I’s” need to be dotted and all the “T’s” crossed. You don’t want to be dealing with the headache of cleaning up a corporate minute book at the last minute.

Consistent GAAP-based historical financial records will help paint a clear picture of a business and will minimize the other side’s opportunities to find ‘surprises’ that it can use to renegotiate the price. For best results, a company should use the same financial reporting system for several years prior to a transaction.

In the case of a sale, buyers are often interested in the continuity of a company’s management and workforce. Written employment agreements with managers and key employees will reassure the buyer, even if the agreements simply document at-will arrangements.

The value of your company depends in part upon the company’s ability to protect its confidential business information from unauthorized disclosure. All employees who have access to confidential information must have confidentiality agreements in place.

Trademarks and copyrights are valuable assets for many businesses-but they are only as valuable as their owner’s ability to protect and enforce them. Properly marking copyrighted materials and registered or common law trademarks is one formality that owners must observe in order to get the full benefit of the law. Also, if trade secrets are disclosed without confidentiality legends or nondisclosure agreements, they may lose their status as legally protected trade secrets.

Businesses are more dependent today than ever on elements of intellectual property: software licenses, patents, copyrights, trademarks, trade secrets and the like. An intellectual property audit is a relatively inexpensive way of identifying the elements of intellectual property upon which the business depends and making sure that ownership and use of those properties is bulletproof.

Exactly owns the company? Disorganized stock records and missing stock certificates will complicate the deal and take time to correct.

Perlinski & Company will be pleased to work with you to buy, sell or finance your business in partnership with our investment banking affiliate Perlinski & Associates member FINRA/SIPC. Contact us now for more information.


Contact
30025 Alicia Parkway, #107
Laguna Niguel, California 92677 USA
tel: (001) 949.388.9747
client.inquiry@perlinskico.com

Quote of the Day

It is not a question of how well each process works, the question is how well they all work together - Lloyd Dobens and Clare Crawford-Mason
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