Due Diligence - basics
Due
Diligence - basics
Due diligence
is defined as investigation or audit that reasonable business and person
undertakes before potential investment or before entering an agreement to
confirm all facts. Most investor are doing research before buying a security
but due diligence can be done by a seller who investigates buyer's capability
to complete the purchase. After the Securities Act of 1933 due diligence become
common practice in United States when brokers and dealers became responsible
for disclosing all relevant information about securities they were selling or
they will otherwise be accountable and liable for prosecution. This put brokers
into sensitive position where they could be unfairly prosecuted. In response
creators of the Act set rule that says if broker performed due diligence when
investigating companies whose securities they are going to sell and disclose
that information to the public they are not held accountable.
Not only
prospective investors perform due diligence but also broker dealers, fund
managers, equity research analysts and companies that seek acquisition.
While investors do due diligence voluntary, broker dealers are obliged to do it
as stated in Securities Act of 1933. When companies plans to offers securities,
before issuing final prospectus underwriter, issuing company and other parties
involved such as accountants and attorneys will gather to discuss whether due
diligence is exercised according to state and federal laws.
Performance
of due diligence may vary depending on the security that is being researched.
When doing DD it should take into consideration risk tolerance and investment
goals of investor. However there are some questions that you need to answer in
order to gain as much relevant information that you could. First thing you
should check total value of the company because it is a good indication of
stock's volatility, diversity of investor base and size of target market. Size
of the company, it's stock price and revenues determine where the stock is
going to trade. This brings us to "number research'' meaning it is crucial
that you do extensive financial research including revenue, profit, margin
trends, ratios, financial metrics and balance sheet. Monitoring trends in
revenues, operating expenses, profit margins and return on the equity is
important part of the research process. Together with combination of
various ratios and metrics it should be tracked over several quarters or
years if possible. Balance sheet provides you information about company's
assets, liabilities and cash available; showing is company capable to pay
short term expenses and debts. All the parameters should be compared with
competitors in the same industry and get a bigger picture. This way it s easy
to determine if company is a leader in the field and what is the size and
growing potential of the industry.
Stock price movement should be analyzed,
both short term and long term as well as correlation between stock price
movement and profit. Pay attention to number of shares outstanding and any
plans for future issuing of shares and subsequent dilution. When it comes to
company's management you should check their experience and area of expertise
and how much shares they hold. If they have high ownership it is a good sign
because it means they have vested interest in the company's and stock
performance.
In the end it is important to be
aware of company specific and industry wide risks and how that fits in your
investment style and amount of risk you are willing to take.
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