Acquiring a Small Business in Chicago? Your Guide to Due Diligence

Are you considering purchasing a small or midsized company in Illinois? If so, it is imperative you perform comprehensive due diligence before completing the transaction. Mergers and acquisitions (M&A) can be highly effective ways to grow a company — but these deals also have the potential to turn sour without careful evaluation and planning. Here, our Chicago, IL business lawyers provide a basic guide to conducting due diligence when acquiring a small business.

Mergers and Acquisitions (M&A): Four Key Aspects of Due Diligence

  1. Review Financial Documents

The due diligence process always starts with a comprehensive examination of all relevant financial documents. As noted by the United States Small Business Administration — small details matter. Overlooking important financial details can lead to nasty surprises and huge problems down the road. Business owners and operators should carefully review a target company’s assets, liabilities, and future financial prospects. Some of the most important financial documents include: 

  • Income statements
  • Balance sheets
  • Cash flow statements
  • Accounts receivable
  • Tax records
  • Current business inventory
  • Real estate/equipment holdings
  • Projections for the upcoming quarters/years
  • Past projections vs. actual results; and
  • All debts owed by the business.
  1. Know the Target Organization

Beyond reviewing financial statements, it is also important to make a more holistic assessment of the target company. Remember, financial statements only tell part of the story. Before executing an acquisition, you should know the target company’s product line, services, organizational chart, employees and employment policies. Ultimately, business is about people — and this is even more true for small businesses. You need to be comfortable purchasing and integrating not just the product lines, brand names and intellectual property, but also the people that make up the organization.

  1. Consider Operational Integration

A good company is not always a good acquisition target — at least it might not be for your business. When you acquire another business, be sure to consider how operations can be integrated. In most cases, much of the core value of a mergers and acquisitions deal comes from effectively integrating operations so both companies can become more efficient. Additionally, when you acquire another company, you do not want to miss opportunities. 

  1. Assess the Legal Risks

There are risks to acquiring any business. It is crucial you and your business partners take the time to assess the legal risks of purchasing another company. Preparing for the ‘worst case scenario’ is an important part of the due diligence process. Among other things, be sure to review all a target company’s purchase agreements, sales contracts, employment contracts and intellectual property holdings.

Schedule a Confidential Consultation Today

At North Suburban Legal Services LLC, our Illinois commercial law attorneys have extensive experience advising clients in the full range of mergers and acquisitions transactions. If you have any questions about due diligence, we are here to help. For a free, strictly confidential initial consultation, please contact us today. With an office location in Chicago, we represent individuals and businesses in Cook County and throughout Illinois.




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