You've found a target that looks perfect on paper. But that's the sales pitch. How about the real business? Our job is to verify the numbers and find the truth, to ensure the value you're paying for is actually there.
You've seen the Confidential Information Memorandum. You've heard the founder's story. It sounds like a goldmine. But in the world of M&A, the difference between a successful acquisition and a million-dollar mistake often lies in what wasn't said. You need to know if the revenue is sticky, if the team is staying, and if the "synergies" are real or just math on a slide.
Growth through acquisition is a high-stakes game. You are betting your capital and your reputation on someone else's data. The challenge is to make sure that once the deal closes, the asset performs exactly as you projected. One overlooked tax liability or an aging tech stack can erase years of projected profits.
An acquisition is like a marriage. You are buying a culture, a customer list, and a set of processes. Simply finding a target is only the beginning. The real problem is navigating the "Information Asymmetry", the fact that the seller always knows more about the problems than you do. We level the playing field.
Send Gabriel your existing model. He'll review the assumptions, structure, and outputs - and reply with the three changes that matter most.
We believe that a successful transaction is only possible after a deep transformation of your understanding of the target. We'll stress-test the business model.
While you focus on the high-level strategy and cultural fit, we dive into the inner workings. Our goal is to give you the confidence to walk away from a bad deal, or the leverage to negotiate a better price based on hard data.
We review the initial data provided by the seller to identify "Red Flags" early.
Focus: Determining if the target justifies the investment of time and resources.
Result: A "Go/No-Go" decision before you spend significant capital on deep-dive investigations.
We build a model that integrates the target's financials with your own, specifically looking for cost savings or revenue boosts.
Focus: Validating the "1+1=3" theory of the acquisition.
Result: A data-driven justification for the purchase price.
We help you draft the initial offer, defining the "skeleton" of the deal. We involve a lawyer here to ensure the language protects your right to adjust terms based on the review findings.
Focus: Securing exclusivity while outlining preliminary valuation ranges.
Result: A professional entry into the deal that signals you are a serious, sophisticated buyer.
We issue a comprehensive request for data across all departments. We don't just ask for tax returns; we ask for the data that reveals the true "health" of the customer base.
Focus: Controlling the flow of information and preventing data-dumping.
Result: A structured Virtual Data Room (VDR) that we manage on your behalf.
We strip away "one-time" gains and accounting tricks to find the true, recurring cash flow of the business.
Focus: Normalizing EBITDA to see what the business will actually earn under your ownership.
Result: Total clarity on the true profitability of the asset.
We analyze the "how" and "who." We investigate customer concentration, contract stability, and the strength of the middle management team.
Focus: Identifying risks that don't show up on a balance sheet.
Result: A risk profile that informs your final negotiation strategy.
We coordinate with your lawyer to review the target's legal history, including IP ownership, employment disputes, and regulatory compliance.
Focus: Ensuring there are no "ticking time bombs" in the legal structure.
Result: A comprehensive legal risk assessment.
This is where we define how you pay. If the owner is staying, we design the Earn-out mechanisms and performance indicators (KPIs).
Focus: Balancing "Cash at Closing" with deferred payments to mitigate your risk.
Result: A payment structure that incentivizes the founder to meet growth targets while protecting your investment.
As the final contract (SPA) is drafted, we work with your lawyer to turn our findings into protections-using indemnities, holdbacks, or escrow accounts.
Focus: Ensuring the seller remains responsible for any "skeletons" we found.
Result: A contract that shifts risk away from you and onto the seller.
Based on the review findings, we perform a final "price check." If we found "leaks" or risks, we negotiate a "Price Chip" or adjust the earn-out thresholds.
Focus: Ensuring you don't pay for value that doesn't exist.
Result: A fair, final price that reflects the reality of the business.
We oversee the final signing and the transfer of funds. We ensure all "Conditions Precedent" are met before a single dollar moves.
Focus: Securing a clean legal transfer of ownership.
Result: You become the official owner of a verified, high-value asset.
If the deal included an earn-out, our work continues. We monitor the agreed-upon indicators to ensure the founder is delivering the promised results.
Focus: Tracking performance against the "indicators" established in Step 8.
Result: Total transparency on future payments and continued growth momentum.
Bring a deal, a fundraise, or a decision. Walk away with a clearer next step. Real time with Gabriel - no sales rep, no deck, no obligation.
We provide a transparent fee structure that aligns our interests with yours.
We win when you win. Our fees are primarily structured as a Success Fee, payable upon the successful completion of the deal. To cover the intense investigative work of the due diligence phases, we work on a Retainer basis, which is fully credited against the final success fee at closing. If our due diligence leads you to walk away from a bad deal, the retainer ensures you only paid for the protection we provided.
Or maybe you're not sure if the numbers are real? Message me. I promise I don't bite, and I'd rather help you spot a red flag now than help you fix a disaster later.
Real time with Gabriel. No sales rep, no deck, no obligation.