Advisory & Consulting

Freja & Co’s Transaction Advisory Services are designed to provide comprehensive support during mergers, acquisitions, divestitures, and other critical business transactions.

1. Due Diligence:

   • Conducting financial, operational, and tax due diligence to uncover risks, validate assumptions, and support informed decision-making.

   • Evaluating working capital adjustments, EBITDA normalization, and debt profiles for accurate valuation.

   • Analyzing compliance with GAAP/IFRS, regulatory risks, and contractual obligations.

2. Deal Structuring and Negotiation:

   • Advising on deal structuring, including asset vs. stock purchases, to optimize tax outcomes and operational flexibility.

   • Designing earn-outs, equity swaps, and deferred payment mechanisms to align with buyer and seller interests.

   • Assisting with purchase price allocations (PPA) under ASC 805 for post-transaction accounting compliance.

3. Post-Transaction Integration:

   • Coordinating integration of financial systems, operational processes, and governance structures.

   • Assisting with HR transitions, including payroll, benefits, and employment agreements.

   • Ensuring alignment of financial reporting with regulatory standards and business goals.

Freja & Co. provides Financial Reporting & IPO Readiness Consulting Services designed to ensure precision, compliance, and strategic clarity for businesses navigating complex SEC filings, GAAP/IFRS standards, and capital market transitions. Our expertise spans routine financial reporting, IPO preparation, and post-listing compliance, delivering end-to-end solutions for public companies, pre-IPO firms, and regulated entities.

1. IPO & SEC Registration Advisory

• S-1 Filing Mastery:

  • Drafting and reviewing registration statements (S-1, F-1) with emphasis on risk factors, business descriptions, and financial data sections.

  • Coordinating with legal teams to ensure compliance with SEC comments and disclosure requirements.

• Financial Statement Audits:

  • Preparing PCAOB-compliant audited financials (Balance Sheet, Income Statement, Cash Flows) for inclusion in registration documents.

  • Addressing complex accounting areas (e.g., revenue recognition, stock-based compensation, warrants) to meet SEC scrutiny.

• 8-K & Current Report Compliance:

  • Managing post-IPO 8-K filings for material events (executive changes, M&A, earnings releases).

  • Ensuring timely disclosures to maintain market confidence and regulatory adherence.

2. Ongoing SEC Reporting (Public Companies)

• 10-K & 10-Q Filings:

  • Streamlining annual and quarterly reports with optimized MD&A, footnote disclosures, and XBRL tagging.

  • Aligning financial narratives with investor expectations and regulatory updates.

• Proxy Statements & DEF 14A:

  • Drafting executive compensation disclosures, governance policies, and shareholder voting materials.

• Section 16 Filings (Forms 3, 4, 5):

  • Advising insiders on reporting transactions (stock sales, option exercises) to avoid compliance lapses.

3. Technical Accounting & Complex Disclosures

• GAAP/IFRS Transition Support:

  • Implementing new standards (e.g., ASC 842 leases, ASC 326 credit losses) with SEC-reporting implications.

• Non-GAAP Metrics & KPIs:

  • Designing compliant alternative performance metrics for earnings releases and investor materials.

• Segment Reporting & S-X Rule Compliance:

  • Structuring segment disclosures (ASC 280) to meet S-X Article 10 requirements.

4. IPO Readiness & Process Optimization

• Pre-IPO Financial Structuring:

  • Restructuring financials for public market standards (e.g., carve-out financials, pro forma adjustments).

  • Establishing SOX 404(b) internal controls pre-listing.

• Investor Roadshow Support:

  • Preparing Q&A playbooks for accounting-related investor inquiries.

  • Modeling IPO pricing scenarios based on financial benchmarks.

5. Crisis & Special Situation Reporting

• Restatements & Form 8-K Item 4.02:

  • Managing material error disclosures and remediation plans.

• Going Concern & Risk Disclosures:

  • Drafting transparent disclosures for liquidity challenges or macroeconomic risks.

Why Freja & Co.?

• SEC-Savvy Team: CPAs with Big 4 and capital markets experience.

• End-to-End IPO Execution: From S-1 drafting to post-listing 8-K/10-K compliance.

• Risk Mitigation: Proactive identification of SEC comment letter triggers.

Freja & Co provides strategic financial leadership to help businesses improve performance, streamline operations, and achieve long-term success.

1. Strategic Financial Leadership:

   • Acting as an outsourced CFO to provide guidance on budgeting, forecasting, and strategic planning.

   • Creating multi-scenario financial models to evaluate growth opportunities, mergers, or market expansion.

   • Implementing KPIs and performance dashboards to track financial health and operational efficiency.

2. Capital Allocation and Fundraising:

   • Advising on optimal capital allocation strategies, including debt vs. equity financing.

   • Assisting with investor presentations, due diligence, and financial documentation for fundraising efforts.

   • Providing guidance on shareholder value maximization and dividend policies.

3. Performance Management:

   • Conducting cost analyses to identify inefficiencies and improve profit margins.

   • Establishing systems for cash flow management, working capital optimization, and risk mitigation.

   • Assisting in ERP implementation and automation to enhance operational workflows.

Internal Audit and Compliance services by Freja & Co are designed to enhance governance, mitigate risks, and improve operational efficiency. We employ rigorous methodologies to align with globally recognized standards such as SOX, GAAP, IFRS, PCAOB, and industry-specific compliance frameworks.

1. Internal Audit Design and Execution

   • Developing tailored audit programs to address organizational objectives, risk appetite, and regulatory requirements.

   • Performing end-to-end audits, including operational audits, IT audits, and compliance audits, to identify vulnerabilities and recommend actionable solutions.

   • Using advanced tools like audit analytics software and risk assessment frameworks to detect inefficiencies, errors, and fraud.

2. Regulatory Compliance Assurance

   • Ensuring adherence to Sarbanes-Oxley (SOX) internal control requirements for public companies.

   • Assisting non-profits and private businesses in compliance with industry-specific mandates such as HIPAA, OSHA, and EPA guidelines.

   • Preparing for external audits, including PCAOB inspections, with detailed pre-audit readiness assessments.

3. Control Framework Design

   • Establishing robust internal control environments in accordance with COSO (Committee of Sponsoring Organizations) principles.

   • Implementing automated controls and real-time monitoring systems to reduce human errors and detect anomalies early.

   • Training management and staff on governance policies to strengthen the organization’s compliance culture.

Freja & Co’s Enterprise Risk Management (ERM) services help businesses anticipate and respond to risks that could disrupt operations or impact financial performance. Using internationally recognized frameworks such as ISO 31000 and COSO ERM, we deliver a structured approach to risk identification and mitigation.

1. Risk Assessment & Mitigation

   • Conducting comprehensive risk assessments to prioritize operational, strategic, and compliance risks.

   • Using Monte Carlo simulations and other quantitative techniques to assess risk probabilities and impacts.

   • Developing and implementing risk response strategies, such as mitigation plans, risk transfer mechanisms, or control enhancements.

2. Cybersecurity and IT Governance

   • Evaluating IT systems for vulnerabilities, ensuring compliance with SOC 2, GDPR, and CCPA standards.

   • Assisting in the creation of cybersecurity incident response plans and data breach mitigation strategies.

   • Recommending IT governance best practices to align technology investments with organizational goals.

3. Scenario Planning & Resilience Testing

   • Conducting stress testing and scenario analyses to evaluate how adverse events (e.g., economic downturns, natural disasters) could affect business continuity.

   • Advising on business continuity planning (BCP) and disaster recovery plans (DRP) to ensure operational resilience.

Freja & Co offers Forensic Consulting services to uncover fraud, resolve disputes, and provide defensible analyses for litigation purposes. Leveraging forensic accounting techniques, we bring clarity to complex financial matters.

1. Fraud Detection and Investigation

   • Using data analytics tools to detect anomalies in financial transactions, employee activities, and vendor payments.

   • Investigating suspected fraud, embezzlement, or financial misstatements to identify the root cause.

   • Collaborating with law enforcement and legal teams to gather evidence and prosecute offenders.

2. Litigation Support

   • Preparing expert reports, rebuttals, and court exhibits for disputes involving shareholder disagreements, contract breaches, or asset misappropriation.

   • Providing deposition and courtroom testimony on financial matters.

   • Assisting in mediation or arbitration by delivering impartial analyses of disputed transactions.

3. Fraud Prevention

   • Designing anti-fraud programs that include whistleblower mechanisms, segregation of duties, and fraud detection tools.

   • Conducting fraud risk assessments aligned with ACFE (Association of Certified Fraud Examiners) best practices.

   • Training employees on fraud prevention awareness and ethical behavior standards.

Freja & Co helps businesses implement and manage Employee Stock Ownership Plans (ESOPs), enabling employee ownership while delivering tax benefits and succession planning opportunities.

1. Plan Design and Structuring

   • Advising on ESOP structures tailored to organizational size, financial health, and ownership goals.

   • Calculating stock valuations and structuring financing arrangements, including leveraged ESOPs.

   • Ensuring compliance with IRC Section 1042 for tax deferral on capital gains from ESOP transactions.

2. Feasibility Studies

   • Conducting in-depth analyses to evaluate the financial impact of adopting an ESOP.

   • Assessing the potential for improving employee engagement, productivity, and retention through ownership incentives.

   • Analyzing tax advantages, including deductions on contributions and interest expenses.

3. Ongoing Administration and Compliance

   • Preparing annual ESOP valuations and statements for participants.

   • Assisting with regulatory filings and audits under ERISA guidelines.

   • Monitoring plan performance and providing ongoing advisory support to management.

Freja & Co provides precise, defensible valuations for businesses, assets, and intangible property. Our Valuation Services support strategic planning, compliance, and dispute resolution needs.

1. Transaction Valuations

• Conducting valuations for mergers, acquisitions, divestitures, and joint ventures, adhering to USPAP (Uniform Standards of Professional Appraisal Practice).

• Utilizing methodologies such as Discounted Cash Flow (DCF), market multiples, and comparable transactions to determine fair market value.

• Preparing deal-specific valuation reports for negotiation support, due diligence, and financing requirements.

2. Financial Reporting Valuations

• Assisting with purchase price allocations (PPA) under ASC 805/IFRS 3, including goodwill and intangible asset valuation.

• Performing impairment testing for assets and goodwill in compliance with ASC 350 or IAS 36.

• Providing valuations for stock-based compensation plans, ensuring compliance with ASC 718.

3. Litigation & Estate Planning Valuations

• Preparing valuations for shareholder disputes, estate planning, and gift tax purposes under IRC Section 2512.

• Offering expert witness testimony in valuation-related litigation, including divorce settlements and bankruptcy proceedings.

• Assisting with asset appraisals for charitable contributions, ensuring eligibility for tax deductions.

Freja & Co provides Equity Research Services designed to deliver deep insights and actionable recommendations for investors, asset managers, and corporate stakeholders. With a focus on market dynamics, financial modeling, and valuation accuracy, our equity research helps clients make informed investment decisions and optimize their portfolios.

1. Fundamental Analysis

• Comprehensive Financial Analysis:

  • Analyzing income statements, balance sheets, and cash flow statements to assess a company’s financial health.

  • Examining profitability ratios, efficiency metrics, and liquidity ratios to identify strengths and weaknesses.

  • Conducting sectoral peer analysis to benchmark performance and identify competitive advantages.

• Business Model Evaluation:

  • Assessing core revenue drivers, market positioning, and scalability of business models across industries.

  • Investigating management quality, corporate governance practices, and strategic initiatives.

  • Reviewing competitive landscapes and market share dynamics within target sectors.

• Growth Projections:

  • Utilizing advanced forecasting models to predict revenue, expenses, and profitability under different market scenarios.

  • Factoring in macroeconomic indicators, industry trends, and geopolitical factors to refine growth assumptions.

2. Valuation and Pricing Models

• Valuation Methodologies:

  • Applying DCF (Discounted Cash Flow), Residual Income Models, and Multiples-Based Valuation to derive intrinsic values.

  • Analyzing enterprise value (EV), P/E ratios, PEG ratios, and other key multiples to determine market competitiveness.

  • Conducting scenario-based and sensitivity analyses to understand the impact of varying assumptions.

• Market Pricing Insights:

  • Monitoring market sentiment, trading volumes, and institutional investor trends to provide accurate price targets.

  • Evaluating short-term vs. long-term price fluctuations using technical analysis tools such as moving averages and momentum indicators.

  • Assessing event-driven impacts such as earnings releases, mergers, or regulatory announcements on stock performance.

• Sector and Industry Trends:

  • Delivering sector-focused reports that highlight emerging opportunities and challenges within industries like technology, healthcare, energy, and financial services.

  • Identifying disruptors, innovation trends, and regulatory changes that impact valuation drivers.

3. Investment Recommendations and Reporting

• Buy, Sell, Hold Recommendations:

  • Providing actionable recommendations backed by thorough analysis of valuation metrics, financial performance, and market conditions.

  • Highlighting catalysts and risks associated with each recommendation to align with client objectives.

• Custom Research Reports:

  • Preparing detailed equity research reports tailored to investor portfolios or specific client requirements.

  • Including comprehensive SWOT analyses, valuation breakdowns, and qualitative assessments of management strategy.

• Ongoing Market Monitoring:

  • Offering continuous updates on covered equities, incorporating changes in macroeconomic conditions, corporate performance, and competitor developments.

  • Providing real-time insights on market-moving events such as earnings announcements, regulatory changes, and geopolitical developments.

4. ESG & Sustainability Research

• ESG Integration in Equity Analysis:

  • Evaluating environmental, social, and governance (ESG) factors and their influence on long-term company performance.

  • Identifying companies with strong sustainability practices and aligning recommendations with SASB and TCFD frameworks.

• Impact Investing Opportunities:

  • Highlighting equities in renewable energy, clean technology, and socially responsible sectors for clients focused on impact investing.

  • Assessing potential financial and non-financial returns from ESG-focused investments.

5. Custom Solutions for Institutional and Retail Clients

• Portfolio Optimization:

  • Advising institutional investors and asset managers on portfolio construction using equity research insights.

  • Recommending diversification strategies to manage risks and enhance returns.

  • Evaluating sector allocation and rebalancing portfolios based on evolving market conditions.

• Retail Investor Support:

  • Delivering easy-to-understand equity research summaries for individual investors.

  • Offering tailored advice for long-term wealth creation and income generation strategies.

• Private Equity and IPO Research:

  • Analyzing private equity opportunities, focusing on growth potential and exit strategies.

  • Providing valuation insights and due diligence support for IPOs and pre-IPO investments.

Freja & Co offers Loan Review & Lender Services to ensure sound credit practices, risk management, and regulatory compliance for financial institutions.

1. Portfolio Analysis

• Conducting in-depth reviews of loan portfolios to identify high-risk loans, delinquency trends, and concentration issues.

• Assessing portfolio quality using risk-based grading systems and evaluating the adequacy of loan loss reserves.

• Performing stress tests to simulate the impact of adverse economic conditions on portfolio performance.

2. Credit Policy Advisory

• Reviewing and enhancing credit policies to align with regulatory expectations, including FDIC Interagency Guidelines.

• Advising on underwriting criteria, loan approval processes, and monitoring protocols to mitigate risk.

• Training lending staff on advanced credit evaluation methodologies and compliance updates.

3. Borrower Financial Assessment

• Analyzing borrower financial statements, including cash flow projections, debt coverage ratios, and collateral valuation.

• Ensuring compliance with loan covenants and recommending corrective actions for borrowers in default.

• Assisting with risk mitigation strategies such as loan restructuring or increased collateral requirements.

Freja & Co’s IT Risk and Technology Consulting Services help businesses optimize their IT environments while managing risks associated with cybersecurity, compliance, and system inefficiencies.

1. Comprehensive IT Risk Assessments

   • Evaluating IT environments for risks related to data security, system downtime, and third-party vendors.

   • Conducting audits to ensure compliance with SOC 2, ISO 27001, and PCI-DSS standards for secure information handling.

2. System Implementations

   • Advising on ERP software implementation (SAP, Oracle, Microsoft Dynamics) to enhance financial reporting and operational efficiencies.

   • Ensuring seamless integration of legacy systems with new technologies to minimize downtime.

   • Implementing automated solutions for workflows like accounts payable, inventory management, and CRM integration.

3. Cybersecurity Strategies

   • Developing comprehensive cybersecurity frameworks, including threat monitoring, vulnerability scanning, and incident response planning.

   • Assisting with data migration to cloud platforms, ensuring robust encryption and data backup protocols.

   • Aligning IT governance with business objectives through strategic planning and investment reviews.