Transaction Services
Discover what transaction services, or financial due diligence, is, how deal teams check the numbers behind an acquisition, which roles exist and how students prepare for internships.
Introduction
What is transaction services?
Transaction services, also known as financial due diligence, is the practice of analysing a target company's financial statements, quality of earnings, working capital and net debt position ahead of an M&A transaction. Teams at Big Four firms and international banks carry out this work on behalf of a buyer, buy-side due diligence, or a seller, sell-side or vendor due diligence, to confirm the numbers underlying the deal and surface risks before it closes.
Quality of earnings work typically starts from EBITDA as reported and adjusts it for items that would not recur under new ownership: a one-off insurance payout, restructuring costs, related-party transactions priced above or below market, or revenue recognised too early. The result is a normalised, or adjusted, EBITDA that a buyer uses as the basis for a valuation multiple, so even a modest shift in adjusted EBITDA can move the price by several times that amount once a multiple is applied. Net working capital analysis works differently: it looks at the normalised, average level of working capital the business needs to keep running, and the purchase price is typically adjusted up or down depending on how much working capital is actually delivered at completion relative to that target. Net debt analysis captures debt-like items that reduce the equity value a buyer is prepared to pay, deferred consideration, pension deficits, unpaid tax liabilities, so that the enterprise value agreed for the business converts into the correct price for the equity.
What they do
What transaction services teams do
Step by step
How a due diligence engagement works
The exact rhythm differs between buy-side and sell-side work. On a buy-side engagement the timeline is set by the wider auction or bilateral process and can compress to a few weeks once exclusivity is granted, so scoping tends to focus tightly on the areas most likely to affect price or deal structure. On a sell-side, or vendor, engagement the team has more control over timing, since the report is commissioned before buyers are formally invited in, but the bar is different: the analysis has to hold up when several competing bidders scrutinise it in parallel, so findings are usually documented and cross-referenced to source data in more detail.
The core process
Researching, verifying, reporting
Every engagement, whether buy-side or sell-side, follows the same underlying logic. The team first builds an understanding of the business and its financial statements, then investigates the figures in depth by testing them against underlying records and management explanations, and finally reports its findings in a way that a deal team can act on.
The findings do not stay academic. Adjustments identified during quality of earnings work often become explicit line items discussed in the sale and purchase agreement, and the working capital target the team calculates typically becomes the reference point in a completion accounts mechanism, or is built into a fixed price agreed at signing under a locked box structure. This is why transaction services professionals work closely with the lawyers and corporate finance advisers drafting the agreement: a number that looks right in a spreadsheet only matters if it is defined precisely enough to survive a dispute after completion.
Types
Types of transaction services work
Roles
Roles in transaction services
Intern
A student supporting the team with data analysis and preparation of engagement materials.
Transaction Services Analyst
A starter who builds much of the quality of earnings and working capital analysis.
Senior Analyst / Consultant
Takes ownership of larger parts of the analysis and starts to lead sections of an engagement.
Manager
Runs the day-to-day engagement and is the main contact for the client on smaller deals.
Senior Manager / Director
Leads client relationships and oversees multiple engagements at once.
Career timeline
How long each step tends to take
Transaction services does not follow one fixed ladder, and timing depends on the firm and on individual performance. As a rough, qualitative guide, most people move through the levels below before either progressing further within transaction services or moving into a related deal advisory role.
| Level | Typical time in role |
|---|---|
| Analyst | a few years |
| Senior Analyst / Consultant | a few years |
| Manager | several years |
| Senior Manager / Director | senior level |
Timings are indicative only and vary by firm, deal flow and individual progression.
How it fits the business model
How transaction services fits a firm's business model
Transaction services is a fee-based advisory service. It is typically organised as part of a Big Four firm's or bank's broader deal advisory practice, sitting alongside corporate finance and M&A teams and valuation specialists who work on the same live transactions.
Work is billed on a project basis tied to a specific transaction, rather than through a retainer or ongoing fee arrangement. This means workload closely follows overall deal activity: busy when M&A volumes are high, quieter when they slow down.
Because the work sits close to the deal, transaction services teams build relationships with the corporate finance and M&A advisers who bring in the engagement, and with the private equity funds, corporates and banks that are the ultimate clients.
Within a Big Four firm, independence rules also shape how work is allocated: a firm acting as the statutory auditor of a target company is often restricted or barred from providing due diligence services on a deal involving that same company, to avoid a conflict between the audit relationship and the deal advisory role. This is one reason why a company's incumbent auditor and its transaction services adviser on a given deal are frequently not the same firm.
Compensation
Compensation in transaction services
Compensation in transaction services is broadly structured in the same way as other deal advisory roles at Big Four firms and banks: a base salary plus a bonus tied to firm and individual performance. It generally sits in line with other advisory practices at the same firm, rather than materially above or below them.
Bonus levels tend to move with overall deal activity, since the practice is fee-based and project-driven. We do not publish specific salary figures, since these vary by firm, level and year, and change over time.
Juniors
What interns and analysts do
Junior team members build and check much of the analysis a due diligence report is based on.
- Building and checking Excel analyses
- Organising and reviewing data room documents
- Drafting sections of due diligence reports
- Supporting senior team members during management interviews
- Normalising earnings for one-off items
- Tracking working capital and net debt movements
Skills
Skills you need
Beyond the general list below, the technical core of the role is comfort with how accrual accounting can diverge from cash reality: spotting revenue recognised ahead of cash collection, costs capitalised rather than expensed, or provisions that understate a future liability. Familiarity with both IFRS and Dutch GAAP is useful, since target companies in the Netherlands report under either depending on their size and listing status.
Routes in
Best routes into transaction services
Compare
Transaction services versus other finance paths
Transaction services vs valuation
Transaction services checks the facts behind the numbers, the quality of earnings, working capital and net debt. Valuation takes those numbers, including the normalised EBITDA a transaction services team has already adjusted, and determines what the business is worth using techniques such as discounted cash flow or trading comparables. In practice the two workstreams run in parallel on the same deal, and the valuation team relies directly on the transaction services findings.
Transaction services vs corporate finance / M&A
Transaction services is a specialist diligence workstream within a broader M&A process that corporate finance and M&A teams run end to end, from origination and marketing the deal to negotiating terms and closing. Corporate finance and M&A advisers typically lead the client relationship and deal strategy, while transaction services provides the independent financial analysis that underpins the negotiation, without taking a position on whether the deal should happen at all.
Transaction services vs audit
Audit checks whether historical financial statements are presented fairly according to accounting standards, follows a statutory annual cycle and results in an opinion addressed to shareholders. Transaction services analyses those same types of numbers for what they mean for a specific, time-pressured deal, produces a report addressed to a private client rather than the public, and, as noted above, is often performed by a different firm than the incumbent auditor because of independence rules.
Transaction services vs private equity
Transaction services is an advisory service performed for a buyer or seller. Private equity is often that buyer, deciding whether and how to invest based partly on the diligence findings, and PE funds frequently instruct several workstreams in parallel, financial, commercial and legal due diligence, run by different advisers, with the transaction services team owning the financial and accounting analysis.
Employers
Transaction services employers in the Netherlands
A selection of known transaction services employers active in the Netherlands, grouped by type. We only list employers we have verified and expand this list over time.
International banks
Vacancies
Transaction services vacancies
We only show real, current vacancies with a link to the employer. Internships, working student roles and analyst positions appear here. In the meantime, view all current vacancies.
View all vacanciesPreparation
How to prepare as a student
Resources
Recommended resources
FAQ
Frequently asked questions
What is transaction services, or financial due diligence?
Transaction services teams analyse a target company's financial statements, quality of earnings, working capital and net debt on behalf of a buyer or seller ahead of an M&A deal, to confirm the numbers behind the deal and surface risks before it closes.
What is the difference between buy-side and sell-side due diligence?
Buy-side due diligence is performed for the acquirer, to check what they are about to buy. Sell-side, or vendor, due diligence is performed for the seller, to prepare the business and its numbers before buyers start asking questions.
Do you need an accounting background?
A solid grounding in financial statements helps a lot, which is why many people join from an accounting or finance degree, or move across from audit. It is not the only route, but comfort with financial statements is essential.
How is it different from valuation?
Transaction services checks the facts behind the numbers, the quality of earnings, working capital and net debt. Valuation takes those numbers and determines what the business is worth.
What does a typical deal engagement look like?
In general terms, the team scopes the engagement, reviews the data room and financial records, analyses quality of earnings and working capital, interviews management, and delivers a report with findings that feed into the buyer's valuation and the deal terms.
Is this the same as audit?
No. Audit checks whether historical financial statements are presented fairly according to accounting standards. Transaction services analyses those numbers to understand what they mean for a specific deal, often on a much tighter timeline.
What is the work-life balance like around live deals?
In general, workload rises sharply around live deal deadlines, since due diligence has to fit the transaction timetable, and is calmer between engagements. This varies by firm and by how many deals are running at once.
Can you move from transaction services into corporate finance or M&A?
Yes, this is a common move. The deal exposure and financial analysis skills built in transaction services transfer well to corporate finance and M&A advisory roles.
Related
Related finance paths
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