The Buyer was a national ESOP-owned distributor of specialty products with annual revenue above $3 billion.  Customers included widely recognized retailers and a variety of independent stores.

Target was a distributor of specialty cheese, protein, deli, and bakery goods to retailers.  Target has two distribution centers and distributes its goods to customers in over 17 states in the western and south-central United States.

Target was operating under tight liquidity due to substantial organic growth and the opening of a new facility, which consumed significant cash flow and was operating at a loss.

FDP was engaged to perform financial due diligence on Target and finalize the valuation and proposed working capital.  FDP performed an extensive balance sheet review and created a Pro-forma forecast of Target to include in the Buyer's financial projections and assist in the transaction financing.

FDP identified unrecorded assets and liabilities and items inconsistent with US GAAP.  Working with Target management, FDP updated the APA to include or exclude certain items and adjust the purchase price accordingly.

Fort Dearborn validated Target's add-back to EBITDA and ensured highlighted expenses would not be incurred by the Company post-close.

While speaking with a critical customer, the Buyer was informed that the customer would require a lower margin to assign its contract to the new Buyer. FDP adjusted the historical EBITDA of the Target based on this condition.

The transaction was ultimately consummated for a slightly lower price as a result of FDP's financial due diligence and was accretive to the Buyer immediately.

One of the Buyer's warehouse operations was folded into one of Target's facilities.