Mergers and Acquisitions CPA Services for Buyers and Sellers
Whether you are buying a company, selling the one you built, or bringing in a partner, the numbers decide what the deal is really worth. Legacy CPAs makes sure you know them before you sign.
Built for the three sides of a transaction
Every deal looks different depending on where you are standing. We work with clients in all three positions.
Buyers
You have found a target and need to know whether the earnings are real, what you are inheriting, and how to structure the purchase so the tax result works in your favour.
Sellers
You are preparing to exit and want clean books, a defensible number, and a plan that does not hand an unnecessary share of the proceeds to the IRS.
Owners changing partners
Bringing someone in, buying someone out, or restructuring ownership. These carry the same diligence and tax questions as an outright sale.
What a mergers and acquisitions CPA does
Bankers and brokers move the deal forward. Our job is to make sure the financial picture underneath it holds up.
Quality of earnings
We test whether reported profit reflects how the business actually performs, separating one-time items, owner expenses, and accounting choices from sustainable earnings.
Financial due diligence
We verify the numbers against source records, examine revenue concentration and margin trends, and surface the liabilities that do not always appear on a balance sheet.
Deal structuring and tax planning
Asset sale or stock sale, allocation of purchase price, installment terms. The structure often moves the after-tax outcome more than the headline price does.
Valuation support
An independent view of what the business is worth, built on its financials rather than on a multiple someone quoted at a conference.
Working capital analysis
Setting and testing the working capital target, so the post-closing true-up does not become the first argument of the new relationship.
Post-close support
Opening balance sheets, accounting system integration, and the first cycles of reporting under new ownership.
If you are buying
- Confirm the earnings behind the multiple
- Identify the tax exposure you inherit
- Model the deal under each structure
- Set a working capital target you can defend
- Plan the first year under your ownership
If you are selling
- Clean the books before a buyer sees them
- Normalise earnings to show true value
- Know your after-tax proceeds in advance
- Prepare for diligence, do not react to it
- Coordinate the sale with your exit plan
How an engagement runs
Deals move quickly. Knowing the sequence in advance keeps you ahead of it.
Scoping conversation
We learn the transaction, the timeline, and your side of it, then agree the scope.
Financial review
We examine the books, test the earnings, and flag whatever changes the price.
Findings and structure
You get a plain reading of what we found and how structures compare after tax.
Through closing
We stay involved while terms are negotiated and the transaction reaches closing.
Why bring in a CPA, not just a broker
A broker is paid to close the transaction. A mergers and acquisitions CPA is paid to tell you what it is worth, including when the answer is that you should walk away.
We work from source records
Not a summary prepared by the other side. Verification is the point of diligence.
Tax is part of the analysis
Structure decisions made without tax modelling often cost more than the fees.
We are still here afterward
The relationship does not end at closing. Someone must run the books after.
Fifty years of watching businesses change hands
Legacy CPAs has advised business owners since 1976. In that time we have seen transactions succeed and we have seen them unravel, and the difference is almost always something that was knowable beforehand.
Working with a mergers and acquisitions CPA early, before a letter of intent is signed, gives you room to fix what is fixable and to price what is not.
Common questions
Before the letter of intent, if you can. Once terms are signed, your leverage to change structure drops sharply, and structure is where most of the after-tax difference lives.
It is an examination of whether reported profit reflects how the business genuinely performs. One-time gains, owner expenses, and accounting choices are separated out so both sides are pricing the same thing.
Both, though not on the same transaction. Buy-side and sell-side work call for different analysis, and we will tell you at the outset which one we are performing.
An asset sale and a stock sale can produce materially different outcomes for buyer and seller from the same headline price, as can the allocation of purchase price across asset classes. Modelling the alternatives is usually the highest-value hour in the process.
Yes, and it works best that way. The legal, brokerage, and accounting roles are distinct, and deals go more smoothly when all three are talking to each other rather than through the client.
It depends on the size of the business and the state of its records, but a focused review on a small to mid-sized company typically runs a few weeks rather than a few days. Clean books shorten it considerably, which is one reason sellers benefit from preparing early.
Talk to us before you sign
A short conversation early usually costs less than a correction later. Tell us about the transaction and we will tell you what it needs.