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VGD, merger and acquisition advisors

Services

Corporate Finance and Management Consulting

Are you planning a takeover? Do you want to acquire a company? Expanding your business and translating this into an adequate business plan? Developing an acquisition strategy? Leaving your business to a third party in the absence of any family succession? VGD has the right people on board to guide you through these complex processes and can offer you customized services in the area of corporate finance.

Transactional advisory services

Our corporate finance advisors will assist you from A to Z during the acquisition, sales or business restructuring (mergers, fusions, splitting).  This way you always have all the answers and you know what steps need to be taken.

  • Active management and management of the company acquisition project, sales of the client's company, "turnkey" covering of the whole process of corporate restructuring. These are mainly transactions such as acquisition/sale of a business or part of a business, non-monetary deposits, mergers - fusions - splitting
  • Consultancy services in the area of sales structuring – consultancy on creating of SPVs, holding companies, preparation of a tax-optimal structure of sales
  • Preparation of marketing materials (Teasers, Information Memorandums, Process Sheets, NDAs);
  • Providing and managing of virtual dataroom for the needs of the Client and transactions
  • Support and consultancy services for the clients in negotiating of various transaction terms (SPA, SHA, LOI)

 

Due diligence and Limited review

In order to avoid unpleasant surprises after the acquisition, our experts carry out extensive financial due diligence, both for the seller and for the buyer.

Conducting of the financial and tax in-depth review of potential acquisition targets: in close collaboration, the focus is placed on the elements that drive the price, including:

  • on the standardization of sales,
  • EBITDA indicator,
  • valuation of the level  and quality of working capital,
  • customer portfolio quality and contracts,
  • diversification of supply chain,
  • fixed asset analysis and net debt calculation,
  • and suggestions for the form of entering into the company (asset deal vs. share deal)

This results in a clear and targeted report that includes all findings, including those on tax, environment, social and legal issues. This document is the basis for the guarantees and securities to be included in the acquisition contract.

Alternatively you might choose for a Limited review for the purpose of an initial verification of the potential acquisition targets - focus on the verification of the meaningfulness of entering a new company, verifying the main business assumptions and submitted business plans.

 

Valuation and financial modeling

As an objective valuation of a company is necessary for a correct acquisition or merger, we value your company based on common methods such as the discounted cash flow method or the EBITDA multiple method.

In the case of real estate companies, holding companies or if there is no return, the valuation is carried out on the basis of adjusted equity capital.

We use an international database when looking for comparable companies to calculate the weighted average cost of capital and the EBITDA market multiple. This ensures that this valuation passes the test!

Other area’s where financial modeling might be required are:

  • preparing of financial plans, projections and forecasts for the purposes of tracking of costs and meeting planned sales and expenses, planning of cash-flow
  • Preparation of documents for the purpose of acquiring bank financing or refinancing: creating a "credible" business plan and future development in order to acquire new loans or current loans refinancing (in order to obtain a better deal)
  • Valuation of businesses, their parts, up to the provision of expert opinions for the implementation of legal steps in the case of valuation of individual assets, or where an expert opinion is required to be drawn up for a particular legal act.

 

Management Consultancy

As an entrepreneur, you have a huge amount of information at your disposal. The challenge lies in transforming it into relevant information with which you can support and evaluate your company's strategic policy. This can be done by means of sound management reporting that is available in real time. However, this is only the last step in the whole process. The quality of good management reporting depends on the reliability of your data.

VGD’s Management Consultancy help to optimise and automate the underlying business processes that supply these data. Using intelligent management reporting tools, we help you to visualise these data clearly without having to spend hours using spreadsheets.

These tools do not merely give you a picture of the historical financial situation of your company: for you as a manager or CFO, an insight into your operational performance is at least as important. Our goal is to ensure that you have the right data to plan the best future for your business!

Within the Management consultancy we offer you the following:

Shareholders reports

Hereby we focus on the preparation of easy-to-read, understandable and useful dashboard reports for shareholders and company management.  The purpose of these reports is to provide a clear and transparent overview of the company's performance, cash-flow, working capital and a development of key indicators over time. We consider this type of reports as an important tool for review and overview, also for owners who are no longer actively managing their businesses, or for minority owners.

Implementation of basic controlling and accounting management tools

These tools should assist with the management of the company in terms of value and costs. Our focus is mainly on the following outputs:  

  • Preparation of so-called "management's profit and loss account" using covering contributions, and its use in practice for various decision-making tasks + set up of bookkeeping in the form of cost centers, products, product groups, workshops/lines
  • Tracking of profitability at the level of orders, customers, products, product groups in relation to calculations of internal costs, pricing to clients and regular evaluation.
  • Set up of internal calculations - for products valuation and also for the calculation of sales prices.

CFO on Demand

An external financial manager services is primarily focused on the following key financial management activities:

  • Management of the working capital: A system-wide management of the working capital strengthens the company's liquidity.  The setting of the optimal maturity for receivables and payables, the setting of credit limits and a reminder system will allow you to pay dividends, repay your loan early, or pay for a new investment!
  • Optimization of business processes: a simple and logical setup of documents circulation processes and line of document approvals ensure you a "lean" administration in term of costs, thus releasing the necessary resources for your active business. Through the simple documentation of processes and the implementation of checking mechanisms in the company, not only the training processes of new employees will be speed-up, but it will also significantly reduce the risk of theft and misuse of the powers!
  • Financial planning and controlling: the planning and monthly evaluation of the company’s results (at least at the level of sales, costs, investments and cash-flow for 12-24 months ahead) will allow you to better manage your business and will be providing you with up-to-date information in order to make the right decisions. Detailed information on company results provided in a timely manner is a prerequisite for planning of the necessary steps for the future.
  • Financing - Project assignments: This service will focus on the assessing of the Return on Investment, assessing of benefits from multiple sources of financing, calculating and set up of the profit and loss account and tracking of the product/client costs (profitability analysis), provision of financing, equity refinancing.

Do you wish to learn more ? Do not hesitate to contact us.

 

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