M&A Advisory
Preparing your business for buyer scrutiny before it starts.
A sale involves buyer diligence, and the people running it are paid by the buyer to find reasons to reduce the purchase price. We prepare privately owned companies for that scrutiny and run the financial workstream so the deal keeps its momentum and closes on time at the highest defensible valuation.
- Sell-Side Diligence
We prepare the analyses a buyer’s team will demand and management needs to defend its numbers. Our approach is to identify every dollar of sustainable EBITDA the business generates, document it so it holds in diligence, and remove anything that will not survive.
What We Deliver
- Sell-side Quality of Earnings (QoE) with normalized EBITDA and fully documented adjustments
- Working capital analysis and target (peg) range development
- Revenue, margin, customer, and product analyses tied to the general ledger
- Databook and supporting schedules built from one reconciled set of records
- Financial definitions and disclosure schedules in the purchase agreement
- Transaction Readiness
We get the books to a standard a buyer will accept long before a process begins, and keep them there. Clients whose accounting we run are deal-ready as a standing condition, because continuous reconciliation and AI-enabled reporting mean the schedules a buyer asks for already exist and already tie.
What We Deliver
- Cash-to-accrual conversion, including multi-year monthly restatement
- Accounting clean-up, GAAP alignment, and revenue recognition under ASC 606
- Interim CFO or controller leadership
- Trailing twelve-month, normalized EBITDA, and working capital trend reporting as standard monthly pages
- Financial modeling, cash forecasting, and KPI visibility that continues after the deal closes
- Deal Process Management
Time kills deals, and most of the delay comes from a financial workstream nobody owns. We own it, so buyer requests are answered in days rather than weeks, the numbers do not change between the CIM and the data room, and leadership stays focused on the business the price is based on.
What We Deliver
- Ownership of financial deliverables from CIM through closing
- Data room management and buyer request list turnaround
- Monthly roll-forward of the trailing twelve months and QoE while in market
- Early identification and resolution of issues before a buyer finds them
- Coordination with investment bankers, attorneys, and internal teams on one set of facts
- Transaction CFO
We step in as the seller’s finance leader for the duration of the transaction, presenting the numbers, defending the analyses, and managing diligence so the CEO and controller are not pulled away from operations at the moment results need to hold.
What We Deliver
- Representation of the finance function in management presentations and buyer meetings
- Defense of QoE adjustments, forecasts, and assumptions in buy-side diligence
- Working capital peg negotiation and net debt analysis
- Purchase agreement financial definitions (EBITDA, working capital, indebtedness) with counsel
- Post-close transition support, including opening balance sheet and working capital true-up
Why Buxbaum
- We are the seller’s EBITDA advocate. The buyer already has a skeptic; you need someone whose job is to find and defend every dollar of sustainable earnings. Our job is the EBITDA; the banker’s job is the multiple.
- We own the financial workstream rather than advising on it, and we deploy immediately when the clock is running.
- AI-enabled workflows and real-time reporting let us prepare faster and answer buyers sooner, so the process keeps its momentum.
- We find issues on your timeline, not the buyer’s, which protects against retrades, holdbacks, and valuation erosion caused by weak financials.
- We work in lockstep with your investment banker and legal counsel, so the CIM, the QoE, and the data room tell one story.
What Clients Gain
- A defensible adjusted EBITDA that holds through diligence and supports a higher valuation
- Faster diligence and a process that keeps its momentum
- Fewer surprises, stronger negotiating leverage, and no retrades caused by weak financial reporting
- Higher credibility with buyers, lenders, and investment committees
- Deal leadership and bandwidth without pulling management off the business
- A finance function that stays deal-ready after the transaction closes
