M&A/RestructuringServices

  • Top>
  • Services >
  • M&A/Restructuring

M&A/Restructuring1Structure

Clifix also has extensive experience in M&A related work, including projects from major business corporations and investment funds.
When acquiring a company or business the type of structure chosen often has a significant impact on tax and accounting.
In some cases, the choice of one structure may be favorable from a tax perspective but unfavorable for accounting purposes and vice versa, but here Clifix has a wealth of experience to draw on. This means we can provide high-level advice incorporating both tax and accounting considerations and are able to recommend the best structure for each client's situation.

M&A/Restructuring2DD (Due Diligence)

When deciding on an acquisition, due diligence that understands the company's business and takes the company's attributes, like whether it is owner-operated or not, is essential.
For financial DD we examine various aspects such as previous financial performance, normal profitability and working capital to verify the viability of the business plan, while also examining the synergies in play. In the case of tax DD, we investigate potential risks and give advice on how to mitigate them.
Anything we find will be reflected in stock purchase agreements and other documents as adjustments to the acquisition price or representations and warranties.

M&A/Restructuring3Valuations

We calculate the value of acquired companies (businesses) and merger and exchange ratios in mergers and share exchanges, from the standpoint of an independent third-party, and if requested, we will prepare financial models that reflect the business characteristics of the target company and analyze its synergies.
In addition to valuations for transaction purposes, we also perform valuations for accounting purposes (impairment testing, PPA) and for tax purposes (tax risk reduction).

M&A/Restructuring4PMI

Clifix can assist you in developing a post-acquisition financial and management accounting structure and ensure that it is properly incorporated into the parent company's consolidated financial statements. Upon request we can also provide outsourced accounting and payroll services and liaise with accounting auditors.
If further restructuring is required after the initial acquisition, we will examine the appropriate structure for tax and accounting purposes, and if necessary, will consider supporting the group tax sharing system.

M&A/Restructuring5Business Restructuring

Business revitalization requires formulation of a feasible plan based on a realistic analysis of profitability and the real status of assets and liabilities. At Clifix we look at the state of your company and examine how to reduce debt and improve cash flow.
From a tax perspective, careful consideration is required for issues specific to the rehabilitation phase, such as the utilization of expired tax losses and whether losses from subsidiary support are deductible, as they have a significant impact on cash flow.