Cross-Border Deal-Earnings Normalisation Director

The mandate

The target has assembled forty-three clinics across three countries and presents adjusted earnings that reverse integration cost, physician guarantees and central overhead while recognising revenue through different local practices. Cash conversion has weakened despite reported margin expansion. The buyer needs a decision-grade earnings bridge before exclusivity ends, not a mechanical validation of management’s adjusted EBITDA schedule.

The eight-week deliverable comprises a quality-of-earnings report, recurring cash-earnings bridge and investment-committee risk pack. Milestone one closes source reconciliation and scope by day ten; milestone two establishes revenue and payroll normalisation in week four; milestone three resolves working-capital, debt-like and acquisition-adjustment findings in week six; milestone four delivers the committee case and bid sensitivities.

The client will provide general ledgers, clinic trial balances, bank extracts, revenue-cycle cohorts, payer reconciliations, physician contracts, acquisition models and management access. Acceptance requires the reported-to-cash bridge to reconcile within agreed tolerance, every adjustment to carry owner and evidence, and three downside cases to flow through valuation and financing. The deal partner and financing lead jointly sign the final issues ledger.

The work excludes a statutory audit, clinical-quality diligence, legal or tax opinions, purchase-agreement drafting and independent valuation. Consultants may quantify potential purchase-price or covenant consequences but cannot recommend patient treatment, determine accounting policy for the seller or negotiate with lenders. Local advisers supply country-specific interpretations where needed.

Every workbook, cohort test, adjustment ledger and source index will be delivered in editable form with formulas intact. The buyer’s finance team must reproduce one country bridge and refresh a late management case before final acceptance. Support after exclusivity, completion-account negotiation or integration planning would require a separate mandate and cannot restrict use of the delivered evidence.

Why this is external work

Management constructed the adjustment narrative, incumbent accountants support historical treatments and the deal team is operating against a short exclusivity clock. Cross-border clinic economics require revenue-cycle and acquisition accounting experience that the buyer does not maintain continuously. External diligence leadership can challenge earnings without becoming the investment decision maker.

What you will own

• Reconcile reported earnings to ledgers, bank cash, payer settlements and acquired-clinic trial balances across all three countries.
• Test revenue recognition, denial, refund, bad-debt and cut-off patterns using clinic and payer cohorts.
• Challenge founder add-backs, integration cost, physician guarantees, central allocations and acquisition-related normalisations individually.
• Separate recurring earnings from working-capital release, delayed creditor payment, one-time cash and debt-like obligations.
• Quantify downside cases for payer mix, clinician retention, wage reset, underinvested clinics and incomplete integration.
• Connect accepted findings to valuation, leverage, covenant headroom, purchase-price protection and post-close priorities.
• Deliver a sourced issues ledger, cash bridge, adjustment book, sensitivities and investment-committee narrative.

Candidate qualifications

• Led cross-border quality-of-earnings diligence for multi-site healthcare, dental, veterinary or comparable regulated services.
• Reconciled revenue-cycle activity to cash when payer timing, denials and local accounting practices obscured recurring performance.
• Challenged acquisition add-backs and founder adjustments under compressed exclusivity without substituting assertion for evidence.
• Identified debt-like, working-capital and deferred investment exposures that materially changed bid value or financing structure.
• Worked effectively with clinicians, local finance, tax advisers, lenders and sceptical investment professionals.
• Delivered transparent diligence models that buyer teams refreshed independently through final bid and negotiation.

Non-negotiables

• Can begin within five business days and complete two management-site visits during the eight-week timetable.
• Will disclose healthcare operators, targets, sellers, lenders, accounting firms and investment sponsors with relevant interests.
• Brings transaction-led healthcare earnings normalisation; statutory audit or generic financial modelling alone is insufficient.
• Accepts source-linked workpapers, client-controlled data rooms and joint investment-and-financing acceptance.

1. 49 words maximum. Describe a healthcare earnings adjustment you rejected after reconciling the claimed benefit to cash.
2. 49 words maximum. Which clinic-level cohort would you test first when reported margin rises but cash conversion falls?
3. 49 words maximum. Identify any seller, lender or healthcare relationship that could impair your independence.