· TRANSACTION ADVISORY · DUE DILIGENCE · M&A SUPPORT
What You Find in Due Diligence Shapes What You Pay
Acquisitions carry the most risk when key financial details go undiscovered until after closing. Archer Lewis provides financial due diligence and transaction advisory support that surfaces the risks, validates the numbers, and gives you the information you need to make the right call.
Our Approach
Due diligence reveals what you're actually buying.
The financial statements in an acquisition often look different once someone has asked the right questions. Revenue that appeared consistent may be concentrated in one customer. EBITDA that looked strong may include owner benefits that won't transfer. Working capital that seemed adequate may have been managed for the sale. Financial due diligence surfaces these issues before you close, while you can still act on them. Archer Lewis conducts buy-side and sell-side financial due diligence for transactions of all sizes, helping buyers understand what they're acquiring and sellers prepare for the scrutiny that serious buyers bring.
What's Included
Transaction advisory services from letter of intent through closing
Transaction advisory covers everything from initial financial due diligence through deal structure analysis, closing support, and post-transaction integration.
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Buy-Side Financial Due Diligence
Comprehensive review of the target's financial statements, accounting policies, revenue quality, working capital, and financial risks, before you commit.
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Sell-Side Due Diligence Preparation
Prepare your financial records and disclosure materials for buyer scrutiny, identifying and addressing issues before they become deal problems.
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Quality of Earnings Analysis
Assessment of the sustainability and accuracy of reported earnings, normalizing for one-time items, owner benefits, and accounting choices that affect true earnings power.
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Working Capital Analysis
Determination of an appropriate working capital target for closing, one of the most negotiated and misunderstood elements of transaction economics.
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Deal Structure Analysis
Tax and financial implications of different deal structures: asset vs. stock sale, earnouts, seller financing, and equity rollovers.
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Purchase Price Allocation
Post-close allocation of purchase price to acquired assets for financial reporting and tax purposes.
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Integration Support
Financial integration planning and support following close: chart of accounts alignment, reporting consolidation, and accounting system integration.
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LOI & Purchase Agreement Review
Financial review of letter of intent and purchase agreement terms, identifying financial risks in deal documents before they're signed.
Finding issues before closing preserves your options.
Post-close surprises in an acquisition, including price adjustments, indemnification claims, and businesses that underperform expectations, are far more costly to address after the deal is done. Archer Lewis works to surface these issues during due diligence, while you still have negotiating leverage and the option to walk away.
Talk to a Transaction Advisor
Common Questions
What buyers and sellers ask about transaction advisory.
A quality of earnings (QofE) analysis assesses the sustainability and accuracy of a company's reported earnings. It normalizes for one-time items, owner benefits, accounting choices, and revenue recognition issues that affect true earnings power. For buyers, it answers the question: are the earnings I'm paying a multiple on actually representative of ongoing business performance?
For buyers: as soon as you sign a letter of intent, or ideally before. For sellers: before you go to market, so you can identify and address issues that buyers will find in due diligence. Engaging transaction advisory after due diligence requests start coming in puts you in a reactive position.
Buy-side due diligence is conducted on behalf of the buyer, reviewing the target's financials to identify risks and validate the seller's representations. Sell-side due diligence is conducted on behalf of the seller, reviewing your own financials before going to market so you find the issues before buyers do and can prepare responses or make corrections.
