What sort of financial due diligence does an analyst do when working on M&A transactions and debt advisory work?

What's the day-to-day financial due diligence work an analyst carries out? Do you work on models? Use gearing ratios? Are there any common types of 'work' you would be involved in across the industry at an entry-level position?

11 Comments
 

Based on the most helpful WSO content, here's what you need to know about financial due diligence for M&A transactions and debt advisory work:

Financial Due Diligence in M&A Transactions and Debt Advisory Work:

  1. Quality of Earnings:

    • Analysts often focus on assessing the quality of earnings, which involves verifying the sustainability and accuracy of reported earnings.
  2. Sales and IT Systems:

    • Due diligence includes evaluating the sales processes and IT systems to ensure they are robust and reliable.
  3. Buy-Side and Sell-Side Diligence:

    • Analysts may be involved in both buy-side diligence (larger portion) and sell-side diligence (hired by the client prior to the sale process).
  4. Accounting Heavy:

    • The work is often accounting-heavy, requiring a deep dive into financial statements and accounting practices.
  5. Travel:

    • Depending on the city, team, firm, and client makeup, there may be a need for travel, usually a few days onsite.

Day-to-Day Financial Due Diligence Work:

  1. Modeling:

    • Analysts work on financial models, including creating 5-year operating models that project revenues, EBITDA, FCF, select balance sheet metrics, and key performance ratios.
    • For acquisition financing scenarios, analysts work with pro forma (PF) financials.
  2. Performance Drivers and Downside Scenarios:

    • Analysts identify performance drivers and create downside 'stressed scenarios' models to assess the impact of key company/industry-specific risks on operating performance and debt service.
  3. Deal Teams:

    • Analysts work on deal teams across the bank, interfacing with coverage bankers, investment bankers, syndicated finance, and treasury.

Common Types of Work at Entry-Level:

  1. Financial Modeling:

    • Building and maintaining financial models is a critical aspect of the job. This includes understanding working capital movements, non-cash accruals, pension, and one-time items.
  2. Valuation:

    • Analysts perform valuations using methods like DCF, EV/S, EV/NOPAT, and FCFE yield, especially for cash flow generative companies.
  3. Balance Sheet Analysis:

    • Analyzing balance sheet items such as maturities, covenants, debt mix (fixed/float, bank/bond), and the assets they are secured against.
  4. Management Rapport:

    • Building and maintaining continuous communication with management, introducing them to portfolio managers (PMs), and keeping up with ongoing developments.
  5. Due Diligence Management:

    • Managing third-party vendors conducting various due diligence areas like tax, accounting, legal review, industry study, background checks, IT system review, insurance, and environmental review.

By focusing on these areas, entry-level analysts can develop a strong foundation in financial due diligence and contribute effectively to M&A transactions and debt advisory work.

Sources: Q&A: Big Four Valuation Associate - Deciding Whether This Job Is Right For You, Credit Analyst Q&A, Advice for New Analysts Seeking PE Exits, Q&A: Operational Due Diligence Analyst, Career Bankers: Coverage vs M&A

I'm an AI bot trained on the most helpful WSO content across 17+ years.
 
Most Helpful

On the sellside, not a huge amount. There will be some modelling (particularly if there's a debt advisory component), but the FDD advisors (big 4, A&M, etc.) will produce their report, and the bank's job is to read it and suggest clarifications, amendments, new content, and other changes. Banks do this in order to present the company in the best light (e.g. if there was a drop in revenue in one division and the FDD advisors (whose core competence is not selling companies) have butchered the explanation, suggest better wording). Of course, banks do not typically suggest outright changes to the numbers and usually trust management / the seller and FDD with the numbers.

On the buyside it can vary hugely on the client. I have worked with sponsors who will not let banks even look at the model (which is incredibly frustrating). I have also worked with clients who expect the banks to do a LOT. That includes building and holding a model (either building it group-up, or using a client's existing template, etc.), where the inputs will come from the FDD, as well other marketing materials and conversations with the client. It also includes reviewing the FDD and coming up with questions (anything from explaining reasonable changes in the business's operations and numbers that aren't well-explained), and making judgments (e.g. the reasonableness of Quality of Earnings as another user has pointed out).

There are other analyses and topics involving FDD that can come up (e.g. negotiating the EV-to-Equity bridge, etc.), but probably this goes beyond the Analyst level.

Hope this helps

 

Oh I see, I misunderstood your question. The context is helpful. Firstly, I wouldn't use the term "FDD" then; FDD usually refers to something quite specific in an M&A process.

Honestly, I'd say that the financial models from these prep providers that you pay for are way overly-complex and varied in their scope for the vast majority of what you'll do as an Analyst. Most of the time I'd say the modelling, when we do modelling (you'll have plenty of other tasks as an Analyst), is more high-level and specific to a particular situation than doing 20-sheet financial models. Often (very often) you'll be using templates that exist rather than something you need to memorize or build from scratch.

However, two points (and I really want to emphasise this):

1) You will run into situations where you need to hold the pen on a heavy model or interact with ideas that aren't immediately obvious (for example, using the treasury stock method to calculate diluted shares outstanding), and it's very useful to be able to demonstrate a solid competency and get straight to work doing it right. You won't be fired for not know all the nuances of an accretion / dilution analysis while you're actually on the job, but it sure is the difference between top bucket and middle bucket (or lower which of course can lead to no bonus or dismissal).

2) Interviews. You'll get case studies. These might be 30 minute scratch LBOs or week-long models where you get to reference outside materials. The worst (in my opinion) is 3h or 5h models where you're kept isolated so can't reference outside materials, but still need to build something of decent competency. You need to know the basics and the more reps you have, the better.

Hope this is a little more helpful! 

 

Libero omnis error incidunt. Eveniet sit eveniet optio repudiandae nisi dolore nobis. Incidunt molestiae a adipisci.

Perferendis nostrum omnis autem fugiat odit eligendi perspiciatis. Et explicabo nam consequatur illum voluptatem fuga rerum.

Est rerum eius eos dolores odio et. Laboriosam eaque perferendis qui esse. Exercitationem quasi at sint aliquid ut molestiae. Totam aut occaecati deserunt quas eligendi maxime eos.

Omnis non in nihil enim ipsam non. Neque dolorem nihil adipisci veniam iste.

Career Advancement Opportunities

June 2026 Investment Banking

  • Evercore 01 99.4%
  • Moelis & Company 01 98.9%
  • JPMorgan 01 98.3%
  • Guggenheim Partners 01 97.7%
  • Morgan Stanley 07 97.1%

Overall Employee Satisfaction

June 2026 Investment Banking

  • Moelis & Company No 99.4%
  • Morgan Stanley 02 98.8%
  • Evercore 01 98.3%
  • BMO Capital Markets 12 97.7%
  • Banco Santander 01 97.1%

Professional Growth Opportunities

June 2026 Investment Banking

  • Evercore 01 99.4%
  • Moelis & Company 01 98.9%
  • Morgan Stanley 05 98.3%
  • JPMorgan No 97.7%
  • Goldman Sachs 02 97.1%

Total Avg Compensation

June 2026 Investment Banking

  • Vice President (14) $434
  • Associates (44) $258
  • 3rd+ Year Analyst (8) $210
  • 2nd Year Analyst (22) $179
  • Intern/Summer Associate (13) $156
  • 1st Year Analyst (79) $150
  • Intern/Summer Analyst (73) $101
notes
16 IB Interviews Notes

“... there’s no excuse to not take advantage of the resources out there available to you. Best value for your $ are the...”

Leaderboard

success
From 10 rejections to 1 dream investment banking internship

“... I believe it was the single biggest reason why I ended up with an offer...”