Services
Three things, done well.
Commercial diligence. Market analysis. M&A advisory. For middle market transactions.
01 · Commercial Diligence
Commercial diligence
A three to six week engagement focused on the questions that decide a private company acquisition. Not a financial recast; a Quality-of-Earnings firm should do that, and we work alongside one. Our scope is the commercial and operational risk that financial diligence is structurally blind to.
What we cover
Customer durability. Real concentration after billing-entity rollup. Named decision-maker mapping. Switching costs and renewal risk. Customer share trajectories over 36 months.
Owner replaceability. What the owner actually does, hour by hour. The replacement cost at market rates. Continuity risk on customer, supplier, and employee relationships.
Working capital reality. Three independent normalizations: trailing twelve months, trailing thirty-six months corrected for seasonality, and operational required minimum. The defensible peg, not the seller's number.
Deferred CapEx. Walk the assets. Build the next thirty-six months of mandatory replacement spend by asset class. Compare against the seller's stated maintenance number.
Inventory and AR realism. Aged inventory written down on a defensible schedule. Receivable collectability tested. Adjusted asset value, not stated.
Growth case stress test. The plan in the model, pressure-tested against customer, market, and operational realities. A clear view on what's plausible and what isn't.
Engagement shape
Scoping call (one hour) to define the questions. Single-page engagement letter with a fixed deliverable and a fixed end date. Three to six weeks of work with weekly check-in calls. Final memo containing findings, underwriting implications, and a clear go/no-go recommendation. Optional two-week post-close handoff to the buyer's operating team.
02 · Market Analysis
Market analysis
A three to four week engagement that produces a defensible view on whether the growth case in an acquisition underwriting is plausible. Not a top-down TAM slide. A sized, structured analysis of where the target's growth actually comes from.
What we deliver
Defined atomic buyer. Specific, list-able, counted from primary data sources. Not 'small businesses'; the actual addressable buyer at the specificity the target's sales motion requires.
Realistic wallet share. Three figures per buyer: total category spend, capturable wallet at year one, capturable wallet at year five. The SAM that matters, not the SAM that flatters.
Win-rate ceiling. Implied by the competitive structure of the geography and segment. The number that constrains the steady-state revenue case.
Sized adjacency map. Geographic expansion, buyer-segment adjacency, product or service adjacency. Each move costed in time and capital, stack-ranked by realistic return.
Plausibility verdict. A clear, written view on whether the underwriting growth case is reachable, where it requires acquisition-led growth, and where the model overstates what the target can do organically.
What the output looks like
A short written memo. Typically twelve to twenty pages. One executive summary page. A defended TAM/SAM figure with all inputs visible. The adjacency map with costs and timelines. A stated verdict on the growth case. No forty-slide deck. No concentric-circle diagrams.
03 · M&A Advisory
M&A advisory
End-to-end transaction support for buyers and sellers acquiring or divesting private companies in the middle market.
Who this is for
Search fund principals acquiring their first or second platform. Equity is committed, time pressure is real, and the searcher is doing the deal alone or with one associate.
Family offices doing direct deals with a small internal team. The underwriting bar is high, but the bandwidth to run the process end-to-end isn't always there.
Operator-acquirers. CEOs and founders acquiring competitors, suppliers, or adjacent businesses while continuing to run the main company. The deal is a second job.
What we do
Pre-LOI. Final target validation, opening price view, structure recommendation, LOI drafting or review.
Diligence orchestration. We run our own commercial and operational diligence, and coordinate the other streams (financial, legal, IT, environmental, insurance) so the buyer isn't managing five vendors in parallel.
Negotiation and close. Senior advisor in the room for working capital negotiations, escrow and indemnity structure, employment agreements with the seller, transition services. Funds flow review and day-one operating handoff.
Post-close handoff. Optional. Two-week to one-month overlap with the buyer's operating team to land the integration priorities surfaced during diligence.
A useful conversation has to start somewhere.
Fifteen minutes. No deck. We tell you whether we'd be useful, you tell us whether the deal is worth the conversation.