Comprehensive diligence support primarily in the areas of tax, compliance and regulatory, operations, financial and accounting, investigations and disputes and cyber/IT risk.
Kroll offers a specialized team of accounting, tax, compliance, cyber security, forensic and technology specialists who together will conduct due diligence to advise on risks in a potential transaction. Our deal teams have specific industry knowledge, years of experience, proven analytical skills and comprehensive transactional expertise to support any engagement.
Kroll's Comprehensive Due Diligence Solution team works to address client concerns pre- and post-transaction.
Common Pre-Transaction Concerns
- What is the business achieving in terms of normalized EBITDA?
- Are there tax exposures and how should this transaction be structured to minimize taxes?
- What is the true current value of the business?
- Does this transaction meet your initial investment thesis?
- How will value be created: acquisition vs. organic, automation vs. out-sourcing, etc.?
- Can the operations be optimized to enhance productivity and reduce cost?
- Are there hidden risks such as cyber security, #MeToo, background/culture and compliance issues?
Common Post-Transaction Concerns
- Can you help us with our net working capital adjustment, purchase price allocation, pro-formas and opening balance sheet?
- How can you assist with our merger integration and process improvement initiatives?
- How do we drive, capture and track results and protect created value?
- How do we optimize value?
- Can you implement control procedures around the cyber and compliance risks you identified?
- Can you assist us with sell-side diligence and have your investment bankers bring us to market?
Kroll's Differentiated Comprehensive Due Diligence Approach
Expertise–Eliminate the “Noise”
- Our tailored approach will ensure a clear articulation of value and risk
- We provide concrete recommendations based on facts
- We interrogate and validate the acquisition thesis that underpins the transaction
- Our background and experience allow us to quickly address the issues and processes, cultural nuances and data limitations, delivering incisive, lateral thinking
- We will eradicate value leakage while challenging the robustness of the acquisition process
- We know what can go wrong:
- Failure to link between historical results and forecasts with sufficient granular analysis
- Acquisition story is not clearly articulated and/or supported by robust plans and forecasts
- Management distraction
Unique Senior Level Involvement–Working With Us Feels Different
- Managing directors lead each engagement and take the time to fully understand and critique the investment opportunity, identify likely diligence issues and assess acquisition readiness
- Our straightforward structure and personal investment drive the seamless, rapid deployment of our strength
- There is no “B-team”
- Collaborative, agile and collegiate: we will work with you as part of your team
- Senior-led teams, not a learning ground for junior resources
- Seamless team of functional, transactional specialists, enabling full alignment on key issues and minimizing duplication of time, cost and effort
- Single point of contact
Driving Value–Focus on What Drives Value
- We do not engage if we cannot deliver excellence
- We pride ourselves on commercial transparency
- We are not an accounting firm and bring an independent perspective without compromising quality of advice.
- We stay in front of the transaction to get the job done, and beyond
- We will invest time up front in understanding what “good” looks like
- Clear and unambiguous communication of our findings and implications–not lost in a confusing minefield of “consultant speak”
Transaction Advisory ServicesTransaction Advisory Services
Financial Due DiligenceFinancial Due Diligence
Cybersecurity Due Diligence for M&ACybersecurity Due Diligence for M&A
Sell Side / Vendor Due DiligenceSell Side / Vendor Due Diligence
Investigative Due DiligenceInvestigative Due Diligence
Tax Due DiligenceTax Due Diligence
Technical/Environmental Due DiligenceTechnical/Environmental Due Diligence
Technology/Cyber Due DiligenceTechnology/Cyber Due Diligence
SPAC Advisory ServicesSPAC Advisory Services
Lack of Standardized ESG Reporting System Biggest Threat to Effective ESG Disclosures
a subsidiary of
has been acquired by