ΠΕΡΙΓΡΑΦΗ

Financial due diligence is not a check that historical financial statements reconcile. It is an assessment of whether the financial reality of a target business supports the investment thesis, valuation, funding plan and proposed transaction terms.

This practical workshop equips participants to identify the financial issues that can materially affect sustainable earnings, cash generation, equity value, purchase-price adjustments, deal protections and the decision to proceed, reprice, defer, seek conditions or withdraw.

Participants learn to move from:

Reported results → sustainable earnings → cash and working-capital reality → liabilities and exposures → transaction implications → informed investment judgement

ΣΚΟΠΟΣ ΣΕΜΙΝΑΡΙΟΥ

By the end of the programme, participants will be able to:

• Acknowledge the purpose and limits of financial due diligence, and how it differs from audit, valuation, legal due diligence, tax diligence, forensic investigation and post-deal integration review.

• Identify how enterprise value may convert into equity value through transaction-specific treatment of cash, debt, debt-like items, working capital, leakage and other agreed adjustments.

• Describe how quality of earnings, cash conversion, working capital, net debt, tax exposures, contingent liabilities, forecasts and data quality affect transaction value and risk.

• Acknowledge the difference between confirmed findings, normalisation adjustments, evidence-supported concerns, data gaps, specialist-review matters and potential deal-breakers.

• Identify how financial-due-diligence findings may affect price, completion mechanisms, funding, conditions, warranties, indemnities, holdbacks, escrow, integration planning and the authorised investment decision.

• Define a preliminary financial due-diligence scope and prioritised data request based on the deal thesis, target profile and investment criteria.

• Assess the reliability and limitations of financial information using a structured evidence hierarchy.

• Perform and interpret a simplified quality-of-earnings bridge, including the assessment of proposed EBITDA adjustments.

• Analyse basic cash conversion, working-capital trends, seasonality, net debt and debt-like-item information.

• Identify matters requiring further evidence, specialist diligence, pricing adjustment, protection, escalation or reconsideration of the deal.

• Distinguish historical target performance, sustainable run-rate performance, buyer-specific synergies, standalone costs and unapproved management initiatives.

• Assess a target’s business plan at a preliminary level by testing key assumptions, funding needs, downside exposure and execution dependencies.

• Prepare a concise, evidence-led due-diligence summary and preliminary recommendation for an investment committee, board or transaction team.

ΣΕ ΠΟΙΟΥΣ ΑΠΕΥΘΥΝΕΤΑΙ

This course is designed for professionals involved in reviewing, financing, advising on, approving or managing acquisitions, investments and strategic transactions, including:

• CFOs, finance directors, financial controllers and senior finance managers.

• Corporate-finance, M&A, transaction-services and business-development professionals.

• Investment managers, private-equity professionals, family-office teams and corporate investors.

• FP&A, treasury, commercial-finance and strategic-finance professionals.

• Accountants, auditors, internal auditors and risk professionals supporting transaction reviews.

• Business owners, directors and senior executives considering acquisitions, disposals, joint ventures or external investment.

• Consultants and advisers involved in transaction support, financial review, investment appraisal or post-deal planning.

Recommended prior knowledge: Participants should be comfortable reading financial statements, management accounts, cash-flow information, EBITDA analyses, forecasts and balance-sheet schedules. No prior transaction-execution experience is required.

ΠΕΡΙΣΣΟΤΕΡΕΣ ΠΛΗΡΟΦΟΡΙΕΣ

Training Outline

Financial Due Diligence Beyond Headline Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA)

• Purpose, deal thesis, evidence discipline, scope limits and transaction judgement.

• Diagnostic poll: identify common financial blind spots in acquisitions.

Scope, Transaction Mechanics and Information Reliability

• Buy-side context, transaction types, enterprise value versus equity value, cash-free/debt-free basis, completion accounts, locked-box, leakage and evidence hierarchy.

• Scope-and-evidence exercise: prepare priority diligence questions and data requests.

Quality of Earnings and Sustainable EBITDA

• Revenue quality, recurring versus non-recurring items, owner-related costs, buyer synergies, standalone costs and adjustment discipline.

• Calculation-led quality-of-earnings bridge, including one ambiguous “exceptional” item.

Cash Conversion, Working Capital and Closing Adjustment Risk

• Multi-period debtor, inventory and creditor analysis; seasonality; normalisation; closing shortfall; seller actions affecting cash conversion.

• Working-capital calculation: determine normalised working capital and potential target shortfall.

Net Debt, Debt-Like Items, Tax and Contingent Liabilities

• Classification decision tree, receivables financing, shareholder loans, restricted cash, leases, tax indicators and specialist review.

• Net-debt and exposure challenge: classify items and identify evidence or specialist-review needs.

Forecasts, Carve-Out Risks, Deal-Breakers and Deal Responses

• Business-plan credibility, downside scenarios, standalone costs, transaction tax escalation, protections, conditions and investment criteria.

• Deal-response matrix: connect findings to price, structure, protection, further diligence or withdrawal.

Progressive Integrated Transaction Case Study

• Meridian Components Group: growth, adjusted EBITDA, weak cash conversion, customer concentration, receivables financing, restricted cash, tax exposure and forecast risk.

• Groups synthesise earlier work into an investment-committee conclusion.

Reporting Financial Due-Diligence Conclusions

• Executive findings, limitations, evidence confidence, value implications, conditions, protections and required decision.

• Draft a concise investment-committee opening and recommendation.

Individual Deal-Judgement Assessment

• Individual technical and commercial application.

• Calculate a simplified adjustment and recommend: proceed, proceed subject to conditions, reprice, defer or withdraw.

Training Style

The programme is designed to equip participants with practical knowledge and strengthen their professional capabilities through a highly interactive and application-focused learning approach. Delivery combines short, targeted lectures with case studies, practical examples, facilitated discussions, and realistic workplace simulations.

Through structured discussion, peer exchange, and facilitator feedback, participants will apply the concepts, tools, and techniques introduced throughout the programme while strengthening their analytical thinking, problem-solving, professional judgement, and decision-making skills. By the end of the programme, they will be better equipped to respond confidently and effectively to comparable workplace challenges.

CPD Recognition

This programme may be approved for up to 3 CPD units in Accounting & Auditing. Eligibility criteria and CPD Units are verified directly by your association, regulator or other bodies which you hold membership.