Identifying risks and opportunities as early as possible
Due Diligence
Both acquisitions and divestments of companies and individual business areas involve risks and opportunities. Every transaction leads to far-reaching changes in the structure and culture of the organisations involved. That’s why it’s extremely important to analyse and evaluate the company that is being targeted for acquisition accurately. Creating transparency about all of the organisational structures and processes involved is a decisive factor in the long-term success of a transaction.
Important questions include: What are the potential deal-breakers? What potential value should be further analysed within the due diligence process and then implemented after the deal? How can buyers and sellers gather, review and analyse data from potential investors or candidates for a takeover or merger as early as possible – and make effective long-term decisions?
Acquisitions, mergers, divestments: All-round excellence for successful transactions
The Due Diligence team at PwC answers your questions and actively helps you with decision-making. We analyse your company’s business-related and tax-related risks and opportunities and the target company’s financial risks and opportunities during M&A transactions. We do this by using the latest digital tools, established methods and comprehensive industry knowledge. This puts us in a position to visualise initial results quickly and provide information about the transaction target. Our clients benefit from the fact that we always use the most up-to-date analytical methods. We provide meaningful analysis that is specifically adapted to your unique situation and that helps you to effectively prepare for your transaction. We can also identify potential value and transaction-related risks as part of a comprehensive due diligence process, in which several different disciplines work together.
Your Deal is our Deal
We will help you drive growth and secure your future: We accompany you at every stage, and you can access our international network whenever necessary. Our clients know they can rely on us, which is why we’re now one of the world’s leading transaction consultancies. We believe your deal is our deal. Together, we get the right deal for you – even in times of great change.
- Financial Due Diligence
- Tax Due Diligence
- Commercial Due Diligence
- Accounting Due Diligence
Financial Due Diligence
Comprehensive analysis to support good decisions
From acquisitions and mergers through to divestments: thorough due diligence analysis is the foundation of every successful transaction. It aims to identify financial risks and opportunities and opens up a range of questions: What is driving the business? How can I learn more about the target company’s operational capacity and its supply chain? Is the business plan realistic? How has its working capital developed in recent years? Which purchase price adjustments need to be considered?
The PwC team provides the answers you need. Our financial due diligence includes detailed analysis of accounting, profit and loss, cash flow statements and key operational factors that play an important role in the purchase decision. By delivering analysis tailored to your specific situation, we can provide targeted answers to your questions and identify potential value, financial risks or possible deal-breakers at an early stage.
See what’s relevant tomorrow – today: Proper preparation for the purchasing decision
We collaborate with you and your team to develop a due diligence plan that is tailored to your specific needs – whether you are a buyer or seller. Our experts guide you throughout the entire transaction, from process planning to discussing the final reports with the buyer, seller and investors. Our sell-side portfolio includes vendor assistance with Factbook and vendor due diligence. For the buy-side, we offer support with red-flag reports, buy-side due diligence reports and closing accounts reviews. We analyse key financial parameters in a transaction such as quality of earnings, working capital, cash flows and net debt. We combine the results of our historical analysis with the findings from commercial and operational due diligence to evaluate the strength of the business plan. Based on a systematic analysis of a company’s value drivers and the recommendations we develop from this analysis; our clients always have all the information they need. That is how we generate real added value.
You can also rely on us at further stages of the transaction process: We can demonstrate how the results of our detailed analyses will impact purchase price negotiations and the Sale and Purchase Agreement (SPA). We also provide clarity on which aspects are most important for potential buyers, particularly private equity investors or banks. Our collaboration with our tax due diligence experts and access to the entire global PwC network ensures comprehensive support. On top of this, we leverage the latest digital tools and place a strong emphasis on efficient data analysis. Our Data Analytics team is always available to provide support by evaluating and visualising complex volumes of data, generating valuable insights. This approach ensures your questions are answered promptly.
Financial transparency from the very beginning: Strategic, thorough and relevant. We help you drive growth and secure your future
Financial due diligence is the cornerstone of the due diligence process: Our Financial Due Diligence team, with decades of experience and deep industry expertise, takes a thorough approach to create a solid foundation for decision-making. After transactions have been completed, we support our clients with any questions they may have about post-merger integration. We are your partner at every stage of the transaction process.
Tax Due Diligence
Tax-related topics with significant impact
Identifying tax-related risks and opportunities is an important step in transaction projects. Potential buyers are often faced with a number of questions: Are there significant tax-related risks associated with the company targeted for acquisition? Will the transaction trigger transfer taxes? What are the implications for the transaction structure? Should the buyer acquire individual assets or legal relationships from the target company (an asset deal), or should they purchase shares within a company (a share deal)? How do these factors affect the purchase price and purchase contract? These questions are thoroughly examined during tax due diligence, where tax-related risks are identified. The resulting insights form the basis for an optimal tax structure for the transaction.
Taking the entire transaction process into account
Tax due diligence evaluates the tax-related situation within the target company and provides insights for both buyers and sellers. By providing a comprehensive assessment of any relevant tax risks, effective due diligence makes it possible to address these risks at an early stage in the purchase price negotiations, the Sale and Purchase Agreement (SPA) and the transaction structure. Our team can develop a tax due diligence approach that fits your specific situation. At the same time, we maintain constant communication with our colleagues from other due diligence disciplines. Together, we ensure that all available information is analysed and classified in a thorough and appropriate manner. Our interdisciplinary team of tax consultants, auditors and transaction experts supports our clients at every stage of the transaction process – from the purchase decision through to purchase contract negotiations and integration.
All tax-related information from a single source
Our tax team has the answers to all your questions. From tax due diligence through to the purchase contract and tax structuring, we support companies and private equity investors throughout the entire transaction process. We can also access PwC’s international network of tax specialists at any time. As a PwC client, you benefit from our many decades of experience as a leading transaction consultancy.
Commercial Due Diligence
Assessing a company’s readiness for the future
Commercial due diligence is not only about evaluating a company’s past performance – it also systematically analyses the risks and opportunities that a given business model may face in the future. In this way, it provides an assessment of a company’s readiness for the future.
It involves a thorough analysis of a target company before an acquisition, taking into account perspectives from the market to customers and competitors, and is always closely interconnected with other due diligence disciplines such as financial due diligence, operational due diligenceand tax-related due diligence. The aim of commercial due diligence is to provide a qualitative and quantitative validation of the Unique Selling Point (USP) and business plan of a company identified as a target for a transaction. This validation is based on a comprehensive analysis of the sustainability of the business model, the market environment, customer behaviour and the company’s positioning within its current and future market environment. Commercial due diligence forms the foundation for decisions about whether to acquire a company or individual business area.
Proper preparation for the purchasing decision
Our skills and experience encompass both sell-side and buy-side due diligence. We also have decades of experience in developing organic and inorganic growth strategies, market entry strategies, exit strategies and benchmarking exercises. Our commercial due diligence reports are aimed at financial investors (private equity) as well as companies and their management teams. Financing banks involved in a transaction also use these reports as evidence for their decision making. This means commercial due diligence plays a vitally important role in supporting the final decisions regarding an acquisition or divestment.
Deep industry knowledge to support successful transactions
Access to the right expert at the right time is crucial for successful transactions. Our international team works closely with our colleagues from the Strategy& team to provide clients with deep and up-to-date industry expertise across various sectors. These sectors include industrial manufacturing, building and construction, transport and logistics, business services, eCommerce, retail, consumer goods, pharma and life sciences, healthcare, travel and sports leisure, technology, media and telecommunications.
We support our clients throughout the entire transaction process, providing relevant information to aid decision-making for their specific transaction.
Accounting Due Diligence
Analysing and adapting accounting processes
What should companies be aware of when analysing the accounting systems and processes within the target company before an acquisition? Which changes to the accounting frameworks, systems and processes would be necessary after an acquisition? How will the target company’s processes and systems be integrated once the transaction is complete?
Accounting and process expertise from a single source
Our experts analyse the systems and processes of the target company on your behalf. We can show and explain any necessary changes and provide recommendations for making the integration process successful. Our team combines accounting and process expertise with decades of experience from numerous M&A projects.
Speed and quality for secure planning
Our clients benefit from our internationally recognised expertise, along with our rapid analysis and reliable quality. This allows them to understand early on what effects the changes to systems or processes will generate. Our goal is to provide you with a sense of planning security.
