Transaction support

Whether you require assistance with assessing the suitability of an acquisition through focused due diligence, would like support with structuring your deal from a tax-efficient perspective or need help with post-merger integration, professionals at RSM member firms can work with you to manage the process from beginning to end.

RSM member firms’ transaction support specialists have diverse industry and professional backgrounds to provide the perfect blend of specific market focus and transaction expertise.

RSM member firms bring together transaction support specialists, as well as professionals from other disciplines, to provide an integrated approach which allows for cost-effective tax structuring alternatives to serves their clients across the entire transaction process.

Their responsiveness, depth of experience and access to other RSM member firm professionals around the world, mean they can offer resources on the ground wherever and whenever they are required. Access to extensive professional resources enables our member firms to take a comprehensive, consultative approach to the multifaceted needs of their clients' transactions. Services cover:

Pre-acquisition due diligence, including:

• Assessing the quality of earnings and cash flow
• Analysing the quality of assets to be purchased and liabilities to be assumed
• Identifying internal control weaknesses
• Identifying transitional issues
• Assisting with post-transaction integration issues
• Reviewing corporate, sales and employment tax positions and identifying areas of risk that may require specific protection in a purchase agreement 

• Carve-outs
• Divestitures
• Spin-offs
• Sale planning
• Data room preparation 

• Capital market fundraising
• Bank refinancing 

• Recommending the optimal deal structure from a tax perspective
• Assisting stakeholders with personal tax concerns
• Recommending financing alternatives and sources
• Pre-closing assistance such as transaction modelling, acquisition and financing agreements and purchase price allocation
• Post closing assistance such as integration planning and operations improvement, human resources and transactions monitoring
• Other deal related advisory services such as closing balance sheet audits, purchase price adjustments and earn-out calculations 

• Procurement and e-sourcing reviews
• Process review, such as value stream mapping or lean thinking operational reviews
• Change management
• Leading and Developing high performance and other human resources reviews

• Capital markets

  For most companies, the advantages of being a public listed entity, such as greater access to growth capital, enhancement of reputation and increased flexibility when making acquisitions, outweigh the disadvantages e.g. greater regulatory burden, both in management time and money or increased reporting requirements.
  
  Boards of Directors and management teams who have been through an Initial Public Offering (IPO) process will appreciate the time and effort that it can take to achieve a successful listing. Subsequent transactions may also require significant resource and without appropriate support, management teams can sometimes divert their efforts which would normally be focused on running and developing the business.
  
  Transaction support professionals at RSM member firms around the world have significant experience in their local capital markets, but also can draw upon each other to provide services in other markets where their clients have raised capital. By bring together the capital market teams from across the globe this enables clients to benefit from both a deep understanding of the markets on which they are listed, or seeking to list, with the local jurisdiction knowledge that is required to make such a listing successful.
  
  Assistance is offered with: 

  • Pre-IPO preparation and ‘grooming’: RSM members can help companies to decide on the most appropriate market on which to list, making introductions to other advisers, sourcing pre-IPO funding or advising on the preparations needed to be undertaken pre-listing, e.g. restatement of accounts under IFRS or appropriate risk management and corporate governance reviews 
  • IPO support: depending on the requirements of the market, RSM member teams can provide the support that is needed throughout the listing process, e.g. acting as Reporting Accountant on AIM or Independent Accountant on ASX listings.
  • Post-IPO advisory services: once a company has successfully gone public its requirements for further support may include assistance with follow-on acquisitions and placings or dual-listings, financial reporting, risk management and tax structuring or transfer pricing to name but a few. The capital market teams work closely with other teams in their countries and throughout the RSM network to support listed companies in continuing to grow and develop their businesses

  • Mergers and Acquisitions

    If you are looking to expand your business and are considering a merger or acquisition, you will need expert knowledge and advice to steer you through the entire complex process. RSM member firms use their local and industry sector experience to devise a merger and acquisition strategy that works for your business. Our member firms can identify suitable merger and acquisition targets, plan and manage the entire transaction process and ensure your expansion plans are a success. Services include:

    • Identifying and approaching targets
    • Managing discussions with the vendors and their advisers
    • Negotiating purchase terms
    • Raising the most appropriate sources of finance to fund the acquisition
    • Project managing the transaction through to completion

    • Disposals

      If your considering selling a business or division, our member firms can work with you on ensuring a smooth exit and securing the maximum sale price.  Through a tailored approach to project management, and experience of business divestments, they have developed an approach that drives the sale process through to completion, whilst enabling key stakeholders to focus on what they do best, running their business.

       

      Our member firms can provide the full range of services required, throughout the two distinct stages of selling a business; preparing or grooming the business for sale and the sale process itself. These services include:

      • Preparing the business for sale
      • Developing a strategy for marketing the business
      • Researching and identifying potential buyers
      • Assisting in the preparation of a sale memorandum
      • Negotiating the price and other terms and conditions of the sale
      • Working closely with the relevant legal teams to project manage the transaction to completion

      • Deal origination

        If you are either an acquisitive corporate seeking the next acquisition target or a private equity house contemplating a further investment, a suitable target may not always be apparent, even when you have the funds available, the acquisition strategy decided and the geographical region agreed.
        
        The market is imperfect and knowledge of the active buyers and sellers is crucial. Within the RSM network, we have member firms around the globe with professionals who can specialise in bringing that next target to you.