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Management - Restatements and M&A
SEC Compliance / Financial Reporting
Financial Intelligence specializes in completing difficult and/or delinquent
SEC filings, resolution of revenue recognition and other key accounting
issues—often in conjunction with an informal or formal investigation.
We coordinate all aspects of the filing, including the processes of management,
auditors, tax advisors, counsel, and the audit committee. Our core strengths
include:
- Technical accounting: Determination and documentation
of appropriate accounting treatment for complex issues and coordination
of audit review.
- Data management: Organization of data using a structured
format that supports financial reporting disclosure and facilitates expedited
audit review and signoff. Our data management systems and approach often
cut valuable weeks off the timeline.
- Audit process management: Coordination with auditors
to facilitate efficient review and signoff. Our structured methodology
facilitates a fast-track audit process.
- SEC reporting: Drafting of 10Ks and 10Qs and implementation
of automated linkages—from detailed analyses to SEC documents.
- Documentation / internal controls: Conducting risk
assessment, scoping, documentation and testing of internal controls.
We identify control gaps and manage remediation.
Recent projects include:
- Managing numerous multi-year stock option related restatements for
NASDAQ companies.
- Documenting and resolving VSOE revenue recognition issues in conjunction
with due diligence for $300 million sale of an Internet appliance company.
- Directing the filing of delinquent 10Q pursuant to an Audit Committee
investigation. Filing was completed by the extended NASDAQ deadline.
- Documenting material weaknesses and completing delinquent SEC filings
for semiconductor firm. Also served as Interim CFO and staffed senior
finance positions, including Controller.
- Directing revenue recognition review process pursuant to audit committee
investigation.
- Resolving revenue recognition for private software company seeking
to complete audit after a two-year delay.
M&A Transactions
We project-manage financings, mergers and acquisitions, and other key
transactions. As representatives of both sellers and buyers in M&A
transactions, we provide a range of services that include:
- Project management of the transaction
- Due diligence
- Deal structure analysis
- Integration planning / implementation
- Preparation for / presentation to prospective buyers
- Draft SEC disclosure
We view ourselves as a profit center for our clients because we significantly
increase the likelihood of a successful project or transaction outcome.
We understand that our client's goal is to complete the transactions successfully
and on time, so this is our primary focus. We leverage our accounting and
transaction expertise to improve the transaction value—often by significant
amounts. Because we tightly manage the process, we achieve more efficient
use of legal, audit, tax and other professional services. This frequently
reduces the total transaction costs significantly.
Some of our recent engagements include:
- Providing due diligence support for a $300 million M&A transaction.
- Re-casting financial statements for a private hardware company to reflect
GAAP adjustments, breakout by business unit and SEC reporting format.
Project resulted in the sale of the company at a 30% premium over expected
valuation.
- Managing $70 million sale of a sales force automation company.
- Directing $20 million debt financing for a property acquisition and
construction project.
- Developing a capital restructuring plan for a $150 million family
/ ESOP owned healthcare business.
- Performing financial analysis of the transaction value to support
board decision of whether to approve the acquisition.
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