We are delighted to have advised Toluna Holdings Limited on their acquisition of GutCheck LLC.
Toluna provides consumer insights on a global scale, offering market research using innovative digital solutions.
In order to expand its offering in the North American market, Toluna acquired US entity, Brainyak Inc (the Target), which trades under the trademark ‘GutCheck’.
GutCheck provides market research solutions, supporting businesses with their growth strategies and critical business decisions, by sourcing proprietary insights
We were engaged to provide financial and tax due diligence on GutCheck. In addition, we advised on the tax structuring of the Group post acquisition.
We quickly put a team together, which included US tax specialists, to perform the due diligence to meet the transaction timetable.
We produced a report which covered historical, forecast and tax due diligence. The underlying financial information was reviewed and we flagged any issues as they arose.
We have also considered the potential impact of IFRS on the Target’s reporting.
We worked across UK and US tax jurisdictions to ensure the acquisitions is made in a tax efficient way.
By leveraging a team across the US and the UK we were able to execute a cross border diligence process, and provide regular updates to Pierre Camagne (Chief Financial and Operations Officer).
Our analysis and recommendation around the the working capital directly impacted the value of the transaction.
A joined up approach across multiple teams enabled a positive result to be met for all stakeholders within a controlled timetable.
