Post on 21-Jul-2016
description
SPECIALIZED SERVICES FOR
ESOP COMPANIES
As the largest regional accounting firm, we are in
a unique position to effectively serve our clients.
With our corporate headquarters in Pittsburgh,
PA, and a growing office in Columbus, OH, our
firm has concentrated our talent and experience.
This allows us to provide an array of services to
our clients in a seamless manner that promotes
collaboration, sharing of information and ideas, and
development of multi-dimensional solutions.
One PPG Place, Suite 1700Pittsburgh, PA 15222TEL (412) 261-3644FAX (412) 261-4876
www.schneiderdowns.com
REPRESENTATIVE CLIENTS
“We began our platform acquisition company in 2013. Schneider Downs provided full service support to us in acquisition due diligence, strategic tax planning and an integrated financial audit approach, which was instrumental in assisting our growth from one entity to a six-location high-precision machining company.”
Brian K. Murray PresidentPrecision Engineered Technologies
“Schneider Downs’ unique insight was very valuable during a recent acquisition. Thanks to their high attention to detail and knowledge, Schneider Downs provided a vital service to our acquisition team.”
James E. McDonald Chief Financial OfficerRocky Brands, Inc.
“We consider Schneider Downs to be an integral and strategic partner for Black Box. The Business Advisory Group supports key transactions for us and serves as an important supplement to our internal teams. In addition, the members of the team are consistently professional, reliable and are able to anticipate our needs.”
Timothy C. Huffmyer Chief Financial OfficerBlack Box Corporation
TESTIMONIALS
AEROTECHACCUTREX
TIGG
CENTIMARK
BLACK BOX
SNAP-TITE
ROCKY BRANDS ZIPPO HOWARD HANNA
POWEROHM
PENN LINE
ESOP
UNION SPRING
CORPORATE FINANCE
BUSINESS ADVISORY
More than 25 years of experience of ESOP consulting and related services, including:
• ESOPfeasibilityanalysis,includingleveraged and non-leveraged transactions
• ESOPdesignconsultinganddocumentation
• CCorpESOPsandSection1042transactions
• Buy-sideadvisoryservices,includingacquisitions mergers, management buyouts and buy-ins and strategic partnerships and alliances
• Strategicfinancialadvisoryservices,including: » Strategic options advisory » Strategic planning » Owner liquidity and succession » Preparation for sale
• Establishingvaluationrange• Offeringinnovativeideasregardingdeal
structure
• Assist with LOIs, asset or stock purchase agreements
• Develop tax structuring to maximize future tax benefits
• Develop innovative entity structures for liability mitigation
TRANSACTION ADVISORY SERVICESSchneider Downs’ Business Advisory practice helps minimize any unexpected obstacles that could occur with a proposed transaction and helps maximize transaction value. We assist buyers, sellers, investors, private equity firms and lenders in a number of ways, including:
• Financial Due Diligence• Tax Due Diligence • IT Assessments and Diligence• Operational Due Diligence• Deal Analysis and Structuring• Fraud Risk Assessment• Project Management• Employee Benefits Review• Estate and Gift Taxes• Post-Merger Services
ESOP
COMPLEX DEAL STRUCTURING AND
TAX ADVISORY SERVICES
BUSINESS ADVISORY
ESOP/MERGER/TRANSACTION ADVISORY SERVICES
MERGERS AND ACQUISITIONS
• SCorpESOPsandCtoSStrategies• EvaluatingandrestructuringexistingESOPs• Repurchaseliabilitystudies• ESOPadministration,recordkeepingand
compliance services• ExtensiveexperiencewithERISAaudits
• Determiningdimensionfinancialimpactof transaction terms
• Providingreal-timemarketintelligence• Advisoryroleascapitalagent,including:
» Source equity » Source mezzanine and senior debt » Act as liaison to financing
providers » Assisting in transaction structuring
• Actasabuffer,providingmaximumflexibility and leverage and the ability to access decision-makers with credibility and speed
• Review representations and warranties• Incorporate diligence findings into
purchase agreements• Assist with deal negotiations• Modeling of options
BUSINESS VALUATION• Mergers/Acquisitions/Purchase Price
Allocations • Fair Value Reporting Requirements• Buy/Sell Valuations • Intangible Asset Impairment• ESOP Valuations• Stock Option Expense• Bankruptcy• Estate and Gift Tax• Shareholder Value Disputes
BUSINESS VALUATION• Mergers/Acquisitions/Purchase Price
Allocations • Fair-Value Reporting Requirements• Buy/Sell Valuations • Intangible Asset Impairment• ESOP Valuations• Stock Option Expense• Bankruptcy• Estate and Gift Tax• Shareholder Value Disputes
ADDITIONAL BUSINESS ADVISORY SERVICES• Financial Modeling• Compensation Studies• Supply Chain Consulting• Restructuring/ Turnaround Consulting• Litigation Support Services
Don A. Linzer
Don is CEO of Schneider Downs Corporate Finance (SDCF) and CEO of the firm’s Specialty Tax Group.
He focuses on providing mergers and acquisitions and tax advisory services to the firm’s clients. His
transaction expertise encompasses the areas of estate and business succession planning, tax planning for
closely held corporations and S corporations, ERISA, compensation planning, mergers and acquisitions, tax
planning for emerging technology companies and manufacturers, venture capital and partnership taxation.
Schneider Downs Corporate Finance, LP, is a registered broker/dealer. Member FINRA/SIPC.
Peter J. Lieberman
Peter is responsible for managing all aspects of SDCF’s advisory assignments. Prior to joining the firm
in 2006, he was Director in PNC Capital Markets Mergers and Acquisitions Advisory Group, where he
executed advisory assignments for a broad variety of middle-market industrial and consumer businesses.
Areas of substantial industry experience include branded consumer products and food processing, as well
as metals processing and distribution. Schneider Downs Corporate Finance, LP, is a registered broker/
dealer. Member FINRA/SIPC.
Karl W. Kunkle
Karl is a specialty shareholder in charge of the firm’s employee benefits practice and co-managing
shareholder of the firm’s wealth management practice. He is an expert in ESOPs, with special emphasis on
S Corporation ESOPs of closely held businesses; and his group specializes in ESOP administrations. Other
specialties include ERISA fiduciary protection, estate, retirement, personal financial planning and executive
compensation areas. His technical specialization includes the design, documentation administration and
participant investment education for qualified and nonqualified employee benefit programs.
Joel M. Rosenthal
Joel is responsible for the strategic direction and development of the firm’s specialized business advisory
services practice. Over his 30-year career, he has earned a reputation as an insightful consultant in multiple
service areas, including due diligence and transaction advisory services, financial modeling, forensic
investigations, business valuation, inventory management, financing procurement, fraud prevention and
business planning. His experience includes participating in and advising on more than 200 business
transactions on both the buy and sell side. Schneider Downs Corporate Finance, LP, is a registered broker/
dealer. Member FINRA/SIPC.
Thomas G. Claassen
Tomhasmorethan40yearsofexperienceindeliveringaccounting,assuranceandbusinessadvisory
services to both public and privately owned companies. He has extensive experience in providing
management advisory services to businesses in the areas of acquisition analysis and valuation, due
diligence reviews and strategic planning. He oversees the delivery of the firm’s litigation support, business
valuation and forensic accounting services.
ABOUT THE SERVICE TEAM MEMBERS