SDS Consulting
Due Diligence | Investigation | Litigation Support

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Investigative Consulting Services

S.D.S. Mergers and Acquisitions Investigations
Mergers/Acquisitions/Divestitures:

Today's business environment is dynamic and companies may find themselves involved in complex business transactions. These may include mergers and acquisitions, divestitures, joint ventures, financial lending arrangements, corporate restructuring, hiring of key executives or management personnel, and many others. Before a business enters into an agreement or contract a thorough background investigation on the company and its officers should be completed.

Corporate due diligence and investigative intelligence are now standard operating procedure in order to allow those involved to make sound business decisions, and to comply with the state and federal regulations. Standard and customized investigations are available to meet your specific needs:

  • Company History
  • Assets Earnings & Cash Flow
  • Key Executives
  • Financial Statements & Tax Returns
  • Previous Merger/Sale Attempts
  • Competition & Marketplace
  • Experian Business Credit Reports
  • Excluded Party Index Government Watch Lists
  • Previous/Archived Corporate Records
  • Civil Records
  • UCC
  • Corporate Records
  • Certificate of Good Standing
  • Past and Current Litigation
  • Pending Bankruptcies
  • Industry Media Reports
  • Publicly Traded Companies (Edgar)
  • US Patriot Act
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Type of Investigation:

 

Two basic business investigations are available and classified as traditional or stealth. 

 

Traditional Business Investigation: both parties in the transaction are aware of the due diligence and both have consented to the inquiry. 

 

Stealth Business investigation: One party of the due diligence has consented to the investigation and the other party is unaware of the inquiry.


Note: Stealth investigations are limited in scope and depth and are not as extensive as consensual investigations.

 

Scope of Investigation:

 

Package 1:        3 Corporate Officers -- standard background checks

 

Package 2:        5 Corporate Officers -- standard background checks

 

Custom:  Custom business investigation on the business and select officers.  Should be used for single background investigations such as new board appointments or advisory board appointments.

 

Please note: Custom business background checks are provided only after a consultation.


Case Study No. 08-98756

A manufacturing company was involved in a consensual merger with an out-of-state competitor.  After an extensive due diligence investigation, it was determined the acquiring company and one of its corporate officers were under indictment for fraud and embezzlement.  The acquistion was terminated after the results of the investigation were reviewed by the company officers.

 

Case Study No.: 08-08879

A small technology company suspected one of its directors received an undisclosed consulting fee by a company customer.  The payment clearly violated the director's fiduciary-duty and was viewed as a conflict of interest by the other directors.  Documentary evidence was discovered and turned over to corporate counsel for possible cause of action.

 

Case Study No.: 08-58972

A small business owner ordered a biz background check on a subject who approached him with an offer to buy his locally-owned restaurant.  The background check revealed the purchaser was a legitimate industry investor with numerous successful industry acquistions.  The business owner felt comfortable with the purchaser and proceeded with the sale of the company to his satisfaction.

 

Case Study No.: 08-78144

A private company requested a background check on an individual who purported to be representing a major investment bank for a potential merger.  The thorough background check revealed the subject did not represent the investment banking company, but was hired by a competitor to obtain confidential company information.  The situation resulted in a major policy change on how future situations should be handled.

 

Case Study No.: 08-45786

An industry leading technology company ordered a stealth investigation on one of its competitors who appeared to violate a registered copyright/trademark.  Evidence surfaced and it was learned an ex-employee of the technology company violated a non-compete agreement and was working for the suspected company as a contractor.  A cease and desist order was issued while actionable evidence was gathered to pursue litigation.  The case is pending is federal civil court.




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