Virtas Partners was engaged by a private equity client to perform phased buy-side due diligence on a medical provider staffing company, including review of a prepared sell-side report and extensive purchase agreement support, resulting in a completed and successful acquisition.
Client Need
Our client was involved in a competitive process to acquire a medical provider staffing company and engaged Virtas to assist with the review of prepared sell-side diligence materials, full buy-side quality of earnings, and support with purchase agreement negotiations.
Diligence was conducted in phases to support an initial bid round and final valuation/purchase agreement considerations.
Tailored Solutions
- Conducted scoping calls with client at the start of engagement to ensure alignment on phased approach and client’s main investment concerns
- Detail-reviewed sell-side due diligence report and supporting virtual dataroom documentation, and developed insightful questions and discussion topics which were discussed on calls with the sell-side advisor and management teams
- Focused initial phase on key valuation considerations and a preliminary view of NWC and indebtedness, enabling our client to submit a successful purchase bid
- Virtas then performed an update of prior phase work and deep-dived into a view of NWC and indebtedness so client could successfully negotiate purchase agreement terms
- Participated in various purchase agreement discussions and mark-ups with client and lawyers, and assisted with reps and warranties insurance process for client
Value to client
- Provided the client with a trusted industry expert to support decision-making with detailed diligence findings.
- Created deal value by critically reviewing sell-side materials and purchase agreement terms from a buyer-advantaged perspective.
- Offered a phased approach to diligence so client could manage transaction costs and bid rounds.
Capabilities
- Financial Due Diligence
- Purchase agreement, NWC and indebtedness expertise
- Deep industry, business model, and functional experience
- Focused and efficient review of prepared sell-side materials
- Tailored approach to diligence based on client and transaction timing