Due Diligence

For companies contemplating or completing a merger or acquisition transaction, Burke Consulting LLC provides assistance in the following components of due diligence:

• Financial due diligence.
• Corporate governance/Sarbanes-Oxley due diligence.
• MD&A due diligence.
• Audit committee due diligence.
• Accounting due diligence.
• Acquisition disputes.

Benefits

• A more accurate prospectus or offering document.
• Documentation of revenues and costs, vendor and customer contracts, determining efficiency and finding possible cost reductions.
• Analysis of whether the financial statements of a business represent actual performance.
• Analysis of cash flow projections in light of historical results, competitors, market and industry trends.
• Analysis of whether the future projections of a business are reasonable.
• Analysis of issues relating to the consistent application of generally accepted accounting practices and policies.
  

Examples of Engagements

Financial Due Diligence

• Detailed review of a company’s projections and business model.
• Verification of a company’s credit facilities and review of covenants in a company’s financing documents.
• Determination of off-balance sheet or under-recorded liabilities and contingencies.

MD&A Due Diligence

• Review of segment, divisional, operating unit, and product line data.
• Review of a company’s financial performance since the most recent period included in the MD&A.
• Margin analysis and analysis of comparability of sales.

Accounting Due Diligence

• Analysis of reasonableness of assumptions underlying a company’s projections.
• Review of a company’s revenue recognition and capital expenditure policies.
• Assessment of the consistency of the company’s accounting policies with industry norms.
• Valuation of off-balance sheet liabilities, evaluation of the company’s liquidity, and discovery of significant write-offs.
• Evaluation of any proposed changes in the accounting rules or accounting literature which would impact the company’s financial statements.

Corporate Governance/Sarbanes Oxley Due Diligence

• Review of the corporate governance policies of the company.
• Evaluation of the company’s disclosure controls and internal controls.

Audit Committee Due Diligence

• Assessment of the structure and review processes of the audit committee.

Acquisition Disputes

• Preliminary risk analysis/assessment of post closing adjustments.
• Assistance in the preparation of a formal position analysis.

Management Discussion and Analysis

• Financial accounting due diligence.
• Management discussion and analysis (MD&A) due diligence.
• Corporate governance/Sarbanes-Oxley due diligence.
• Audit committee due diligence.
• Acquisition disputes.