Buy-side
Know what you are buying before you are committed to it.
A clean data room is not a complete one. We rebuild the earnings from source, find what is missing, and give you a price based on what the business actually earns.
What we test
- 01
Quality of earnings.
We rebuild maintainable earnings from the statements and test every add-back against source documents. Then we ask one more question of each: is this value the buyer will create, or the seller already created? Value you will create does not belong in the price you pay.
- 02
Evidence the seller did not prepare.
Recorded sales reconciled to bank deposits, statements parsed line by line, revenue corroborated from third-party records. Two lines of evidence that both come from the seller can agree perfectly and still be wrong together.
- 03
What it costs to keep running.
Sustaining capital spend built from the asset register, the age profile and the replacement cycle. A depreciation add-back is only free cash if the assets never need replacing.
- 04
Concentration and transferability.
Who the customers are, whether anything binds them, and whether the contracts, leases and licences survive a change of control.
- 05
What is missing.
A register of what is not in the room, and what each gap blocks, from a binding offer down to a single add-back.
What lands on your desk
Each mandate uses only the documents it needs. A full buy-side package can include:
- Executive summary
- the whole recommendation in one read
- Economics one-pager
- price, earnings, debt coverage and cash to you, on one page
- Quality of earnings
- whether the earnings are real. The central document
- Business risk analysis
- what could go wrong, and how the price protects you
- Working capital, equipment and lease reviews
- what the business needs to keep trading after closing
- Financing request
- written to the lender, not about it
- Diligence workbook
- every figure, traceable to its source by a reviewer who was not involved
How we run it
Four workstreams, one instruction.
Financial and valuation, tax and structuring, legal and regulatory, and growth and operations each work from the same evidence pack with the same instruction: verify it, do not trust it. None sees the others' conclusions. A senior review then checks the finished document, and an independent check tests whether the conclusions actually follow from the evidence.
When the answer is no
Sometimes the right advice is to walk.
We recommend a price based on sustainable earnings, plus the conditions that must be met before you commit to it. If they are not met, we say so. A pass is a result, and it is usually the cheapest one on offer.