Transaction Advisory & Diligence Services

Capital markets are complex and fluid, often changing in very dynamic ways over compressed business lifecycles and time frames.

These ever-changing dynamics increase demand for greater diligence clarity in compressed timeframes, often provided using third-party professionals to evaluate potential investment opportunities.

We partner with investors as trusted advisors to expertly navigate the challenging deal and investment climate. Our operational expertise is blended with an array of industry experiences, financial acumen, and technical knowledge to deliver unparalleled enterprise analysis to our clients. We leverage decades of transactional experience to understand each client’s unique situation, allowing for keen insights into diligence issues and the simplification of complex business operations.

Our Services

Carve-Out & Divestiture Planning
Cryptocurrency Market, Blockchain Technology & Digital Asset Diligence
Cyber Security Diligence
Commercial Real Estate (CRE) Valuation
Compensation Plan Review
Competitor Research & Analysis
Enterprise Due Diligence
Environmental, Health & Safety Due Diligence & Risk Assessment

Financial & Accounting Diligence
Government Relations Advisory
Human Resource System Reviews
Intellectual Property Advisory
Market Entry Analysis
Operational Diligence
Political & Reputational Risk Analysis
Quality of Earnings

Quality of Operations
Sell-Side Preparation Services
Supply Chain Diligence
Sustainability & ESG Diligence
Tangible & Intangible Asset Valuations
Tax Diligence

Comprehensive Transaction Due Diligence Assessment

As part of the transactional due diligence process, most investors seek one or more outside assessments from third parties, often with individual expertise. We deliver a comprehensive solution combining financial, operational, and technical expertise to provide investors with turnkey, holistic transaction diligence. Our rapid initial reviews provide operational and financial insights that not only look at historical performance but also include an assessment of sustainable future profitability. Most transactions require one or more of the following assessments, which we provide to investors from a single source:

Quality of Earnings
Quality of Operations
Cyber Security / Technology Review & Evaluation
Intellectual Property (IP) Valuation & Review
Tax Diligence
Human Resources Systems Review
Commercial Real Estate (CRE) Valuation
Environmental, Health & Safety & Sustainability Assessment

When more specific industry expertise is required, we collaborate with over 1,500 in-house financial, technical, scientific, and strategic subject matter experts to provide specialized transaction diligence services.

Our Clients

Our clients comprise a variety of capital providers, each with unique requirements for transactions, such as:

Private equity investors seeking insight into the quality of the earnings, synergy evaluation, and management capabilities.
Senior asset-based lenders whose credit committee desires clarity and an in-depth understanding of the potential borrower’s operations.
Mezzanine lenders whose underwriting requires a third-party view of opportunities and risks associated with growth plans and initiatives.
Investors and capital providers seeking insight into potential financial performance of the “target” company, including risks and possible upside opportunities.
Unitranche lenders whose transactions will incorporate multiple positions on the balance sheet, each with its own risk assessment and, thus, structure and pricing requirements.
Hedge funds considering the purchase of debt instruments and seeking visibility into the company’s operations, the steps necessary to maximize future performance, and potential risks.

Quality of Earnings

Our forward-focused Quality of Earnings (QofE) report provides a comprehensive evaluation of historical profitability and an assessment of the normalized and sustainable future profitability. We examine the quality of the historical earnings, key indicators in the business, how projected changes in operation will impact results, and provide our views of the strengths, weaknesses, and gaps within the management team.

Most investors can benefit from an additional opinion on the future performance of the business and management beyond those directly involved in the deal. By providing a specialized QofE report, we deliver critical third-party knowledge for future issues that may arise (interim management needs, integration assistance, financial and operational value creation, etc.).

Operations Diligence

Regardless of the type of transaction, it is important to continually revisit and improve operationally oriented strategies, especially when a shift in an enterprise’s operational footprint or corporate strategy could put new pressure on operations.

We have an unparalleled track record of implementing solutions for operational excellence. Our operations review provides a comprehensive assessment of the target investment company’s operations in all aspects, including evaluating the management talent and organizational structure, supply chain and manufacturing processes, systems and controls, and sales and marketing processes.

We provide an in-depth evaluation of these areas to help inform our view of the target company's future performance and thoroughly examine the business's underlying operational health. While our operations review is intended to provide a full-scope view of an organization’s operations, it is deliberately flexible and adaptable to each unique transaction’s requirements based on strategic, financial, or bolt-on investment strategy.

Sell-Side Preparation

Prior to engaging with an investment banker, it is critical to identify key value drivers and points of challenge to a company considering a sale process, allowing room for improvement and rectification before the complex sale process begins.

Our unique combination of operational, financial, and technical excellence and deep transactional expertise uniquely qualifies our experts to assist clients with the preparation of their businesses for sale. We perform Quality of Earnings and due diligence reviews while simultaneously improving business operations and identifying growth opportunities.

Our sell-side preparation services are typically deployed before a client engages with an investment banker, providing critical information that better positions the client before going to market. By understanding critical value drivers and nuances of our client’s situations, we implement operational fixes that mitigate obstacles and enhance value before beginning a sale process.

Additionally, we can help companies:

Prepare and/or validate business plans and financial forecasts.
Analyze, develop, document, and quantify growth and expansion opportunities.
Prepare additional supporting analysis, such as sales forecasts, cost-cutting initiatives, and EBITDA add-backs.
By serving as management’s financial liaison with PE sponsors, investment banks, and interested third parties.
Coordinate seller’s due diligence preparation and presentations.

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INDUSTRY INSIGHTS

Keep up with the latest research and announcements from our team.

J.S. Held

Headquarters

50 Jericho Quadrangle
Suite 117
Jericho, N.Y. 11753
+1 516 621 2900
[email protected]

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Subsidiary Firms

Contract Administration Associates, a J.S. Held Company

DBSConsult, a J.S. Held Company

JS Held Malaysia Sdn. Bhd. | Registration No. 202001033278 (1389599-P)

J.S. Held Engineering Services PLLC

J.S. Held Singapore Pte. Ltd. | Registration No. 202032700W

J.S. Held UK Limited

J.S. Held India Private Limited

Ocean Tomo, a part of J.S. Held

California Architecture & Engineering services are provided by J.S. Held Engineering and Architecture, Inc., a wholly owned subsidiary of J.S. Held LLC

Areas of Expertise

Technical & Scientific

Strategic Advisory

Financial Investigations, Valuation & Risk

Digital & Data

Insights

White Papers & Research Reports

Perspectives

Educational Seminars & Events

Markets Served

Consumer Products & Services

Industrial & Manufacturing

Insurance

Private Equity

Real Estate

Retail, Restaurant & Hospitality

Technology, Media & Telecommunications

Transportation Infrastructure

About J.S. Held

Service Organization Control (SOC) 2 Type II

J.S. Held, its affiliates and subsidiaries are not certified public accounting firm(s) and do not provide audit, attest, or any other public accounting services. J.S. Held is not a law firm and does not provide legal advice. Securities offered through PM Securities, LLC, d/b/a Phoenix IB, a part of J.S. Held, member FINRA/ SIPC or Ocean Tomo Investment Group, LLC, a part of J.S. Held, member FINRA/ SIPC. All rights reserved.

Member FINRA | SIPC