The Excel templates on this page will help you in preparing your business for a sale. It includes the key documents required for a Financial due diligence (e.g., a financial fact book, EV to equity bridge, completion accounts Closing balance sheet and net working capital calculations). The Excel templates on this page are free to download and customize (none are password protected). The numbers in the Excels can be changed to reflect the financials of your business or Company. Key things to consider are to ensure consistency (reconcile all separate sheets to the lead schedules) and quality (no formula errors, mention source of numbers, no hidden sheets/rows/columns, etc).
Financial Fact Book
A Financial Fact book (or Databook) is a form of sell side reporting. The fact book includes key financials which are relevant for the deal. Presenting all financials in one Excel workbook ensures consistency and quality; it includes analyses on the recurring underlying profitability of your business (Adjusted EBITDA) and shows the net debt position (including all cash- and debt-like items).
This Excel template presents an example of a Financial sell side due diligence fact book. It includes the minimum required sheets for a high quality and useful fact book in a transaction, being:
- Lead schedules: lead income statement, balance sheet and cash flow statement.
- Valuation drivers: key elements impacting the valuation, being: Adjusted EBITDA, adjusted net debt and normalized net working capital.
- Profit- and loss section (PL): recast income statement, several revenue breakdowns, cost of sales breakdown and operating expenses breakdown.
- Balance sheet section (BS): capital employed balance sheet, inventory breakdown, trade payable and trade receivable aging analyses.
- Cash flow section (CF): free cash flow statement, capex overview, monthly net working capital movements and days metrics (DSO, DIO and DPO).
- Forecast section (FC): a 5-year business plan, including income statement, balance sheet, cash flow and explanation of the underlying assumptions.
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Further guidance
The template is to be used as a starting point and to give a general idea how a financial fact book is supposed to look. Further customization is required. Additional analyses can be added, such as:
Income statement analyses | Balance sheet analyses |
Revenue price and volume analyses | Fixed asset roll forward schedule |
Gross margin per product, type and region | Fixed assets per type and location |
Revenue, gross margin and EBITDA per location or plant | Breakdown other receivables, payables |
Headcount development per month and per department | Calculation of provision for bad debt |
Monthly income statement | Calculation of provision for obsolete inventories |
Monthly detailed operating expenses breakdown | Overview of cash per country |
Foreign exchange exposure | Equity roll forward schedule |
Constant currency income statement | Calculation of provisions |
Overview of reported net debt, including terms and conditions | |
Calculation of loan covenants | |
Deferred tax asset or deferred tax liability breakdown | |
Breakdown of payroll liabilities |
Enterprise value to Equity value bridge
The Enterprise to Equity value template includes an EV to Equity value bridge, including waterfall graph. The Excel also includes an adjusted net debt table and normalized net working capital overview based on a last twelve months (LTM), last six months (L6M) and a last three months column (L3M). Notes and comments can be added where required.
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Net working capital
The net working capital Excel template includes the main working capital graphs, overviews, metrics and includes all formulas. Such as, bridge from reported to adjusted net working capital, a recast net working capital overview, days metrics (DSO, DIO, DPO and CCC), main indicators (minimum, maximum, last twelve months average).
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Completion accounts Closing balance sheet
When the transaction is structured with completion accounts, a Preliminary and Final Closing balance sheet needs to be prepared. This template includes a table which can be used for this purpose. In addition, it includes a sheet including an example calculation of indebtedness with reference to the indebtedness clause in a purchase agreement.
The purchase agreement should include a detailed description of indebtedness and cash in order to allocate the balance sheet accounts to debt/cash or net working capital. Preferably, the classification is on trial balance account level. As such, the headers in the Excel template are grouped and include opens for where the trial balance account references should be added.
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Information request list example
When entering the due diligence process you need to have a fully documented and prepared virtual data room ready. The buyer and its advisors will access the data room and start the investigation of your business. Use the example information request list in Excel below to have the correct and adequate information uploaded in the data room.
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Find more on:
- Adjusted EBITDA and EV to equity value bridge
- Normal level of net working capital at Closing
- Locked box versus completion accounts
- Choosing and preparing a virtual data room