Acquisition audits (due diligence)
Before an acquisition or an equity investment, we conduct financial, accounting, tax and social due diligence on the target in order to identify risks, off-balance-sheet commitments and price-adjustment points.
Our reports give you a clear, fact-based view so you can negotiate with confidence and structure the transaction.
Business valuation and transaction services
We value your business or your target using recognised methods (discounted cash flow, market multiples, net-asset approach) and tailor the analysis to your sector.
Throughout the transaction, we assist you on the financial, accounting and tax aspects right up to closing.
Risk areas specific to the Tunisian context
Due diligence on a Tunisian target goes well beyond reading the financial statements. The liabilities that derail a transaction are usually latent: withholding tax not operated over several years, VAT deducted without entitlement, a misapplied pro rata, social security arrears, unprovided termination indemnities.
Add to that foreign exchange matters where the target has cross-border flows, and off-balance-sheet commitments: guarantees given, pending labour claims, open tax audits. We quantify each exposure and translate it into a price adjustment or a liability warranty.
Preparing the sale: vendor due diligence
A shareholder preparing an exit is well advised to run the work first, before opening the data room. Discovering a tax liability during negotiations always costs more than having addressed, regularised or documented it beforehand.
We carry out these preliminary reviews, clean up what can be cleaned up, prepare the documentation the buyer will expect, and help you build a valuation case that stands up.
Turning findings into clauses: price, earn-out, liability warranty
A due diligence report is only worth what makes it into the legal documentation. An identified liability can be dealt with in three ways: a firm price reduction, a deferred payment conditional on future performance, or a liability warranty backed by an escrow.
We work with your legal counsel so that every quantified finding finds its clause: scope of the warranty, trigger thresholds, cap, and a duration aligned with the tax and social security limitation periods. A warranty that expires before the authorities' reassessment window closes protects nothing.
Frequently asked questions
Which valuation methods do you use?
We generally combine several approaches: the discounting of future cash flows (DCF), comparable-company multiples and the net-asset approach, selecting the method most relevant to the sector and the maturity of the business.
How long does due diligence take?
Typically three to six weeks from the opening of the data room to delivery of the report, depending on the size of the target, the number of years covered and the quality of the documentation made available.
Do you act for the buyer or the seller?
Both, but never for both sides of the same transaction. We systematically check for conflicts of interest before accepting an engagement.
Do you produce valuations that can be relied on by third parties?
Yes. We issue valuation reports for negotiations, capital transactions, court proceedings or tax authorities, setting out the methods used and the underlying assumptions.