Transaction Advisory Services

UHY Advisors's Transaction Advisory Team assists clients by maximizing value and minimizing risk during an acquisition or sale process. We offer a unique blend of tax, valuation and financial/strategic advisory services on both buy-side and sell-side transactions. We emphasize a collaborative approach with other advisors, creating a team that is essential to a successful transaction. Working with your accountant, attorney or other advisors, our simple and overriding objective is to provide the discipline, leadership and knowledge to close the "deal."

Services Offered

Financial & Tax Due Diligence

  • Review & assessment of earnings and cash flow ("Quality of Earnings Assessment")
  • Search for unrecorded liabilities
  • Identification of target and industry risk issues
  • Strategic assessment and "fit" analysis
  • Review of contracts and agreements (from a financial and strategic perspective)
  • Review and analysis of projections and assumptions
  • Review and analysis of tax issues

Deal Structuring

  • Transaction modeling and assumption testing
  • Optimizing tax and accounting structure
  • Earn-out structure and modeling
  • Income tax planning
  • Net operating loss analysis
  • Working capital analysis
  • Identification and analysis of value drivers

Merger & Acquisition Services

  • Assistance in the determination of acquisition criteria
  • Targeted searches for candidates
  • Financial modeling
  • Negotiating and structuring transaction
  • Preparation of selling memorandum and introductory documents
  • Purchase price allocation ASC 805 (formerly SFAS 141R)
  • Goodwill impairment ASC 350 (formerly SFAS 142)
  • Fairness opinion
  • Stock-based compensation ASC 718 (formerly SFAS 123R) & IRC 409A
  • Long-lived asset impairment ASC 360 (formerly SFAS 144)
  • Fair value accounting ASC 820 (formerly SFAS 157)

Representative Engagements

  • Assisted in the tax and financial structuring for the sale of an internet based clothing retailer to a publicly traded company resulting in a tax savings of over $1M on a sales price of over $11M.
  • Representation in the sale of a specialized greeting card company – sale price over $9M.
  • Strategic site location services for electrical products manufacturer in PA.
  • Special purpose financing for an architectural products manufacturer in OH.
  • Site location study for Swedish steel manufacturer.
  • Assisted in structuring of management buy-out for a RI based electrical manufacturer.
  • Site location study and relocation of an electrical products manufacturer to TX.

UHY Advisors welcomes inquiries about our services. Contact UHY Advisors online, email us at, or call 860.519.5648.

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