Aprio Private Equity Your single source business advisory partner

Safeguard value and advance profitability

GET FAST ACCESS TO THE SERVICES AND EXPERTISE TO MANAGE RISK, DRIVE GROWTH AND INCREASE RETURNS ACROSS THE INVESTMENT LIFECYCLE

Today’s transaction markets and changing economic realities pose new challenges in forecasting future revenue from historic financial performance metrics. Aprio Private Equity supports the growing needs of private equity groups and their portfolio companies focused on middle market transactions. Partnering with Aprio provides faster access to the expertise and services you need to seize opportunities and manage risk.

Aprio moves well beyond routine financial, tax and IT due diligence and structuring. Leverage the domestic and international expertise of Aprio’s 600+ professionals and our comprehensive service offerings to assess and optimize transaction value, mitigate risk and advance profitability for higher ROI across the investment lifecycle.

“Aprio helped us every step of the way to the sale of our company to Cisco. Today, Aprio continues to provide sound business advice as we invest in other technology companies.” - Tom Noonan, Founder, Joulex

ALTERNATIVE ASSESSMENT INVESTMENT PREPARATION TRANSACTION EXECUTION CLOSING SUPPORT DAY TWO AND BEYOND

• Portfolio strategy, strategic and operating model assessment

• Strategic alternatives/ modeling

• Target prospecting and market identification

• Target screening and ranking by financial and operational metrics

• Synergy analysis and modeling

• Valuation

• KPI identification

• Deal structuring, bid and negotiation support, capital financial advisory support

• Financial, tax and IT due diligence

• Detailed integration planning, creation of a road map with short, medium and long-term goals

• Tax structuring and legal entity valuation

• Preliminary purchase price allocation

• Post-close accounting and operational preparation

• Transition service agreement (TSA) structuring

• KPI measurement

• Integration planning and support, project management, officer monitoring and reporting on key milestones

• Transaction agreement review, financial advisory support

• Purchase price allocation support

• Closing and opening balance sheet services

• KPI finalization and forecast/business plan agreement

• Day 1 accounting and operational role

• Integration program mobilization, implementation of integration road map with short, medium and long- term goals tracked and monitored

• Business plan/KPI tracking, value harvesting

• Working capital true up

• Synergy support; TSA, carve-out and stranded cost support

• Human capital integration

• Tax integration and restructuring

BUY SIDE Transaction lifecycle optimization services

Visualize the workflow of your deal through Aprio’s virtual work environment powered by KPI’s, data

analytics and visualization tools.

Big Four experience A dedicated transaction team with Big

Four experience, delivering service with personalized attention.

Protect shareholder value Identify “deal breakers” and operational

obstacles that can impact value and impede synergies.

A national provider Aprio is among the largest financial, tax and IT due diligence practices of any privately held

accounting firm.

Position yourself for success From quality of earnings reports to

understanding revenue recognition, we prepare you to communicate your position.

Gain a strategic edge The right strategy enables you to be proactive

with possible acquisitions and divestiture opportunities.

Gain a strategic edge Mitigate, transfer and avoid data privacy,

security and transactional risks.

ALTERNATIVE ASSESSMENT INVESTMENT PREPARATION TRANSACTION EXECUTION CLOSING SUPPORT DAY TWO AND BEYOND

SELL SIDE Transaction lifecycle optimization services

• Understand exit motivation and set transaction goals and objectives

• Evaluate strategic alternatives/modeling

• Identify potential transaction obstacles and transaction risks

• Market assessment and readiness review

• Acquirer screening, analyze rationale for different buyer groups

• Carve out/stand alone financial statement preparation

• Divestiture presentation and CIM assistance to increase demand with potential buyers

• Tax impact of liquidity event on the business and shareholders, focus on optimal transaction tax structure

• Conduct pre-sale financial due diligence with a focus on QofE, working capital and financial commitments

• Discussion and preparation of diligence data

• Collection and population of data room with commonly requested diligence items

• Deal model and valuation review

• Project management office, facilitating the flow of additional requested diligence data ensuring its consistency and accuracy, preparing management for and conducting of management interview meetings

• Deal structuring, bid and negotiation support, capital financial advisory

• TSA structuring

• Assistance in evaluation of solicited offers, including price, structure, non-cash consideration and other buyer conditions

• Separation planning and support

• Transition agreement, financial advisory support

• Day 1 accounting and operational preparation

• Working capital true up

• TSA, carve-out and stranded cost support

• Shareholder tax/size implications

• Wealth and capital management advisory support

Industry ExperienceWhether you are a strategic or financial market participant, having a partner that understands the financial, tax, operational and economic drivers that impact performance within your specific industry(s) is essential. Aprio has deep experience in the industry segments that drive today’s global economy including:

Access to expertise = acceleration Get rapid access to the expertise you need to pivot. Aprio’s integrated teams share information and coordinate project dependencies and timelines to shorten response times and accelerate growth. Get rapid access to a comprehensive suite of advisory, tax, wealth management and specialty services to navigate uncertainty.

Transaction Advisory Services (M&A) Help businesses pursuing M&A transactions and Private Equity investment prepare for transactions through comprehensive financial and tax due diligence.

Audit & Assurance Drive strategic insights through financial and non-financial reporting for regulatory and contractual compliance, IT and vendor risk management, ESG initiatives and more. Aprio’s remote audit services deliver the efficiency, accuracy and communication you need with less business disruption. Tax Services Maximize profitability and avoid fines through domestic and international tax structuring, planning and compliance, multi-jurisdiction sales and use tax optimization and compliance. Leverage all available tax credits and incentives such as R&D tax credits to increase cash flow.

Enterprise Risk Management Identify the right risks, personnel, processes and internal controls to address to achieve greater return on invested equity. Aprio’s operational assessments and process improvement strategies help you control costs, manage risks and advance business performance. Data & Analytics Save time, reduce expenses and make better use of your data to solve complex business problems. Aprio provides consulting services and solutions for organizations of all sizes that improve data quality and analytics capabilities by leveraging automation, artificial intelligence and machine learning. Business Technology Consulting Connect business services with technology. Our team helps PE and portfolio companies with both pre- and post-acquisition technical strategies for operational sustainability, cloud migrations, governance, process controls and workflow automation. Aprio also delivers Enterprise Resource Planning (ERP) solutions for order to cash, general ledger financial reporting, contract, workforce, inventory and supply chain management, as well as procurement and 3pl automation.

Manufacturing & Distribution Technology Retail, Franchise and Hospitality

Professional Services Healthcare

Dental

Real Estate and Construction

Blockchain Consulting Navigate the domestic and international challenges related to tokenization and crypto transactions with Aprio’s Blockchain Consulting group. Solutions for PE investors and companies on the blockchain include: corporate and individual tax returns, tax provision (ASC 740); financial statement audit and attest services for stable coin and Smart Contracts; as well as information security services including SOC reporting, ISO 27002, HIPAA, HITRUST, GDPR and PCI-DSS compliance.

Treasury Optimization Increase cash flow by realizing lower bank transaction and service fees, credit card merchant fees and foreign exchange fees. Through banking statement analysis and benchmarking, the Treasury Optimization Team help clients improve cash flow through significant annual fee reductions. This is a unique service, not offered by other CPA firms.

Business Valuation Gain a better understanding of achievement of synergies and cost realization for each investment. Aprio’s business valuation practice provides a full comprehensive suite of financial reporting and tax centric valuations to help PE firms lower regulatory risk by providing consistently performed valuations across your funds and at the portfolio company level. Outsourced Cloud Accounting Get transparency into small- to mid-sized growth company performance and control costs. Collaborate with dedicated outsource accounting, finance, payroll and HR teams through custom, automated, cloud-based accounting systems that provide timely access to accurate up to date financials via easy-to-read dashboards. Save 25-50% versus the cost of hiring a full-time controller.

Private Client Gain the confidence of knowing every aspect of your financial life has been aligned to help you achieve your goals. Aprio’s high net-worth PE investor and business owner clients enjoy a better and more convenient wealth management experience that coordinates financial, estate, tax and investment planning.

Aprio by the numbers

80+ 40+

$2 Billion 70%

Transactions serviced annually

Private equity firms partner with Aprio for advisory services

in transactions serviced in 2020 alone

of clients have performed multiple projects with Aprio since 2016

About Aprio

Since 1952, clients throughout the U.S. and across more than 50 countries have trusted Aprio for guidance on how to achieve what’s next. As a top 50, CPA-led professional services firm, Aprio delivers advisory, assurance, tax, cloud accounting and private client services to build value, drive growth, manage risk and protect wealth. With proven expertise and genuine care, Aprio serves individuals and businesses, from promising startups to market leaders alike.

To learn more about Aprio Private Equity, contact:

Michael Levy, CPA Partner-in-Charge, Aprio Private Equity &Transaction Advisory Services michael.levy@aprio.com 770.353.7168

Cardell McKinstryPartner-in-ChargeM&A Taxationcardell.mckinstry@aprio.com 770.353.2760

Dan SchroederPartner-in-Charge,Information Assurance Services dan.schroeder@aprio.com 770.353.8379

Carrie Zhou, ASAPartner,Business Valuation carrie.zhou@aprio.com 770.353.3024

David Zafft, CFADirectordavid.zafft@aprio.com 770.353.5075

Bill DupeeDirector,Transaction Advisory Servicesbill.dupee@aprio.com 770.353.2819

APRIO, the Aprio pentagonal pinwheel logo and “PASSIONATE FOR WHAT’S NEXT”, are registered marks of Aprio, LLP. “APRIO CLOUD” is a service mark of Aprio, LLP. Aprio, LLP © 2021. All rights reserved.

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