M&A Due Diligence: Inventory and Intellectual Property - dummies

M&A Due Diligence: Inventory and Intellectual Property

By Bill Snow

In the due diligence process of an M&A deal, Buyer wants to verify both physical and abstract assets that he will be gaining through the purchase of the business.

M&A due diligence: Inventory

Inventory is another key component of a company’s assets and therefore impacts the ability of an owner to obtain financing for the company. Buyers need the following information:

  • Listing of all items in inventory listing (by location, if applicable), including item description, item number, acquisition date, number of units, and acquisition cost

  • Description of practices regarding inventory aging, valuation, and obsolescence, and any methodology changes

  • Details of inventory reserves and/or write-offs

  • Details of any consigned inventory arrangements

Companies with inventory likely need the Buyer to inspect the inventory in person. In fact, the Buyer may require the Seller to conduct an inventory prior the closing of the deal.

M&A due diligence: Intellectual property

Intellectual property is an area that many skip over when thinking about due diligence. But make no mistake: a company’s intangible assets may be among its most valuable. The following list covers the pertinent due diligence info:

  • Listing of all patents (including title, registration/application number, date of registration/application, initial expiration, and country of registration), patent registrations, trademarks, trade names, and copyrights

  • Listing of Internet domain name registrations

  • Summary of any claims made or threatened by or against the company over intellectual property