Comprehensive Due Diligence Solutions

Our Comprehensive Due Diligence solutions help clients minimize risks and make the most informed business decisions. We support in the areas of tax, compliance and regulatory, operations/strategy, M&A, financial and accounting, investigations, disputes and cyber/IT risk.
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Due Diligence
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Kroll offers a specialized team of accounting, opinions, tax, compliance, cyber security, forensic and technology specialists who together will conduct due diligence to advise on risks in a potential transaction.

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Kroll's Differentiated Comprehensive Due Diligence Approach

Our tailored approach to different types of due diligence areas will ensure a clear articulation of value and risk.

Financial and Accounting Due Diligence

Our financial due diligence team provides Quality of Earnings (QoE) and key financial analyses for buyers, sellers and lenders in M&A transactions. We provide information supported by rigorous analysis that enables decision makers to take informed action.

 

Pre-Transaction

  • Quality of Earnings
  • Commercial Analysis
  • Corporate Structure Optimization
  • Financial Reporting & Systems
  • Projections Stress Test
  • Working Capital & Net Debt
  • Transaction Structuring & Accounting

Post-Transaction

  • Closing Working Capital
  • Purchase Price Allocation
  • Opening Balance Sheet MD&A Analysis
  • 13 Week Cash Flow Analysis
  • Portfolio Valuation
  • Bolt-On Diligence & Analysis
  • Sell-side Diligence & Analysis

Mergers and Acquisitions Due Diligence

Kroll provides buy and sell-side and lender transaction due diligence services to a full spectrum of family and private equity-owned businesses as well as multinational clients with growing international businesses.

 

Pre-Transaction

  • Buy & Sell side M&A Advisory
  • Private Capital Markets - Debt Advisory
  • Fairness Opinions

Post-Transaction

  • Capital Raise
  • Add-on Acquisition
  • Solvency and Other Opinions

Tax Due Diligence/Structuring Capabilities

Our tax team offers strong technical and industry experience, allowing us to provide “real time” feedback regarding potential tax issues or deal breakers. We ensure that senior level tax professionals are involved with the day-to-day aspects on every tax project, providing clients with the highest level of attention.

 

Pre-Transaction

  • US and Non-US Tax Diligence
  • Tax Structuring and Incentives
  • Tax Step-up Modeling
  • Escheat/Unclaimed Property
  • Payroll/Employment Tax
  • Property Tax
  • IRC Section 280G Analysis
  • Transfer Pricing
  • Sales/Use Tax

Post-Transaction

  • Implementation of Tax
  • Deferred Tax Analysis
  • Tax E&P Study
  • Tax R&D Study
  • Transfer Pricing Study
  • Tax Basis Study
  • IRC Section 382 NOL Analysis

Operations/Strategy Due Diligence

We advise industry management and private equity firms on operational performance and opportunities for growth. We improve process efficiency and effectiveness of end-to-end business operations to deliver near-term results, while remaining aligned with long-term operational strategies.

 

Pre-Transaction

  • Operations and Synergy Assessment
  • SG/A Management Assessment
  • Optimization Analysis
  • Strategy & Commercial Analysis

Post-Transaction

  • Footprint Consolidation
  • Strategic Sourcing
  • Merger Integration
  • Process Improvement
  • Centralization/Cost Reduction
  • Shop Floor Six Sigma

Business Intelligence and Data Analytics

Our business intelligence and data analytics experts facilitate business decisions that can help buyers and sellers closer deal faster.

 

Pre-Transaction

  • Business Performance Metrics (KPI's, Reports)
  • Proforma Financials for Stand-alone Analysis
  • Sell-side Analysis

Post-Transaction

  • Conversations, Migration and Data Governance & Strategy
  • Portfolio Marketing
  • Roll Forward KPI's
  • Turn Key Solutions

IT Due Diligence

Other information technology (IT) professionals maximize value during deal negotiations and streamline post-close integration by supporting clients with comprehensive pre and post transaction IT due diligence and integration services. We help buyers fully understand the cost and potential impact of IT matters.

 

Pre-Transaction

  • IT Organization and Strategy
  • Business Application Assessment (CRM, ERP, MRP)
  • Infrastructure Assessment
  • Carve-out, Stand-alone and Synergy Analysis

Post-Transaction

  • Integration Management Office/PMO
  • Software Selection & IT Roadmap Strategy
  • Infrastructure Implementation & Cloud Migration

Cyber Due Diligence

We offer flexible cyber due diligence modules helping clients uncover, assess and address information security risks at the pre- and post-transaction stages.

 

Pre-Transaction

  • External Attack Surface Management
  • Governance Artefacts
  • Cybersecurity Hygiene & Cloud Security Assessment
  • Penetration Testing
  • Incident Response Planning
  • Security Training
  • Cybersecurity Capability Assessment & Roadmap

Post-Transaction

  • Cyber Security Assessment
  • Penetration Testing
  • Security Threat Monitoring
  • Incident Response & Breach Notification
  • Data Mapping and Inventory
  • Information Security & Data Privacy Advisory

 

Investigative Due Diligence

For more than 45 years, investors, financiers and lawyers have relied on Kroll’s investigative due diligence capabilities to answer the non-financial questions good deals are built on.

 

Pre-Transaction

  • Executives & Culture Background Checks
  • Market Entry
  • Contracts
  • Pre-Transaction Intelligence

Post-Transaction

  • Corporate Ethics & Compliance
  • Internal & Financial Investigations
  • Fraud Detection & Prevention
  • Solvency Consulting & Claims Admin
  • Post M&A Dispute Resolution
  • Intellectual Property

Pre-Transaction

  • Supply Chain Practices
  • Regulatory Compliance Due Diligence
  • CFIUS (Committee on Foreign Investments)

Post-Transaction

  • Sanctions Screening/Compliance
  • AML, KYC & ABAC Compliance
  • Ongoing FCPA Analysis
  • Physical & Operational Security
  • Remediation/Ongoing compliance

Compliance Risk and Due Diligence

We partner with clients to anticipate, detect and respond to regulatory and reputational risks associated with ethics and compliance obligations worldwide. We offer solutions focused on Anti-Bribery and Corruption and Anti-Money Laundering to assist with Know Your Customer, third-party due diligence, M&A transactions, IPOs and supply chain due diligence.

 


Financial Due Diligence

Kroll's Financial Due Diligence team provides Quality of Earnings (QoE) and other key financial analyses for buyers, sellers, lenders and investment banks in M&A transactions.

Tax Due Diligence/Structuring

Kroll's tax due diligence and structuring group has extensive experience in evaluating and structuring transactions from a tax perspective.

Operations Advisory Services

Operational process improvement to increase company value in Transactions, Expansion, and Turnaround.


IT Due Diligence

Dedicated IT due diligence team to minimize risk and optimize portfolio value of a company for M&A transactions.

Corporate Culture Checks

Helping clients uncover potential issues at target companies before they escalate.

Cybersecurity Due Diligence Services

Evaluate the cybersecurity risks associated with business transactions.