Legal Entity Restructuring
What document, created by tax and legal stakeholders, is the ‘backbone’ of a legal entity integration or separation?
What is the tax step plan?
This is the act of assigning responsibility for tasks to others while retaining accountability.
What is delegation?
This type of buyer typically has a short-term view and focuses on profitability, cash, and EBITDA.
What is a financial buyer?
During this part of the pursuit process, Partners and Directors present the pursuit materials live to the client
What are Orals?
The additional percentage added to the cost of transitional services provided by a seller to a buyer after a deal closes, compensating for overhead and profit.
What is TSA markup?
This web-based tool helps PwC teams plan, budget, price, and track engagements
What is FlexForecast?
This type of acquisition involves the buyer purchasing the target company's shares, thus acquiring its legal entity and all associated economics, licenses, etc
What is a stock deal?
This PwC feedback framework involves sharing two strengths and two areas for growth during performance conversations.
What are 2+2 conversations?
What are costs that are shared across multiple departments, projects, or activities, and cannot be directly traced to a single cost object, such as utilities, rent, IT support, and general administrative costs?
What are typical allocated costs?
These are examples of past successful work that PwC includes in a pursuit to demonstrate relevant experience to the client
What are Quals?
This activity, which involves determining people, processes, systems, and services that are shared between buyer and seller, is the first step in developing a TSA
What is entanglements identification?
This key profitability metric should be monitored throughout the engagement and communicated to Finance or Leadership when changes occur.
What is Engagement Margin?
Unlike a stock deal, this type of acquisition allows the buyer to choose specific assets and liabilities from the target company.
What is an asset deal?
This is the name of the framework PwC uses to define how professionals lead, grow, and deliver value
What is the PwC Professional Framework?
In a deal, examples like severance, consulting fees, and IT setup are classified as this type of cost.
What are one-time costs?
This platform is the dashboard held on that provides insight to # of tracked accounts, open product lines, product line pipelines, opportunities pipeline, and Wins YTD?
What is Salesforce?
If you're looking for details like service duration, service fees, or whether a service can be extended or terminated early, you'd find them in this section of the TSA
What is the Schedule of Services?
Your team has invoiced $2.0M through March with $1.5M in resource costs. Since the last invoice, your team has incurred another $1.0M in revenue with $500K in resource costs. Based on actuals to date, what is your current engagement margin percentage?
What is 33%?
What are 5 operational considerations to stand-up a new Legal Entity? (Multiple Correct Answers)
Possible answers include: Legal registration with government authority, Tax ID registration, Set up bank accounts, Set up benefits / insurance for employees, Configure ERP, Set up (clone) new contracts, Establish ledger / financial reporting, etc.
In its most recent update, the PwC Professional Framework was simplified to focus on these two key dimensions
What are Trusted Leadership and Distinctive Outcomes?
During diligence, the target’s financials show $1.2M in annual IT costs, which include $300K of services provided by the parent company that will not continue post-close. What is the standalone adjustment to reflect the buyer’s go-forward cost base?
What is a $300,000 reduction in IT costs?
This collaborative selling approach considers client needs beyond DDV to engage multiple service lines across PwC
What is the ‘Whole Firm’ or ‘One Firm’ approach?
This type of TSA occurs when the buyer provides services back to the seller post-close, typically when the seller remains dependent on infrastructure that transferred with the deal
What is Reverse TSA?
Team Yankee has an engagement value of $5.5M, with $33K in ESF and $14K in expenses. They've invoiced $4.8M so far and are submitting a final invoice for $650K. Based on these numbers, calculate the unplanned variance — gain or loss — for the engagement.
What is a $50,000 loss?