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Home » Mergers
and Aquisitions
Completing a merger or acquisition requires you to make many strategic
decisions. The importance of developing a thorough strategy cannot be
overstated. Failure to conduct detailed due diligence and a methodical risk
assessment can lead to bad business decisions. Sometimes it is better to walk
away from a deal rather than bet your company on a transaction that has only a
small chance of success.
Dennis Piper & Associates, P.C. has the experience to support companies
through every aspect of a merger and acquisition including:
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Due diligence analysis.
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Conducting
audits
and evaluating assets of acquired companies
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Performing other due diligence in connection with acquisitions
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Advising on proper accounting methods & adjustments
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Reviewing and advising on acquisition agreements
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Creating pro forma financial statements for combined entities
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Coordinating the complex nature of combining accounting and administrative
support
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Advising on
tax planning opportunities
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Consulting on business valuation and purchase price
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Working with attorneys, bankers and venture capitalists
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The due diligence process should be comprehensive. It is in both the buyer's
and seller's best interest to complete due diligence in order to avoid disputes
later.
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If you are thinking of acquiring a private company, make sure your decision is
based on thorough due diligence, realistic financial projections, focused
post-acquisition business and integration plans and sound valuation analyses.
Our approach to due diligence is designed to provide you with the right
information before the deal, and avoid surprises after the deal. We are
committed to providing you with financial advice throughout the transaction
that will improve your odds for success. Our experience and approach will save
time and money in these types of high-risk transactions.
NEGOTIATIONS AND TAX ASPECTS OF BUYING AND SELLING A BUSINESS
Dennis Piper & Associates, P.C. offers a comprehensive analysis of the
business and tax aspects of buying and selling a business. We will give you a
practical guide to help understand structuring techniques.
Major topics include:
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Spreadsheet analysis to develop an offer price using the discounted cash flow
and alternate valuation methods
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Understanding confidentiality agreements, memorandums of understanding, and
asset purchase agreements
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Recognizing the need for due diligence in acquisitions -- checklists of
important points
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Deemed asset sales -- Is §338 or §338(h)(10) appropriate?
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The impact of the §197 amortizable intangibles regulations on the acquisition
and disposition of a business - the final regulations
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How to allocate purchase price for tax advantage
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Liquidations as alternatives to sales of a business
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Planning to avoid double taxation under repeal of the General Utilities
doctrine
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Special problems when an S corporation is the buyer or seller
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Installment sale and interest issues
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Avoiding tax pitfalls and discussion of tax planning opportunities
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Bootstrap acquisitions
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State tax issue
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