CPA-led financial due diligence for buyers of $500K to $5M businesses. We verify what the business really earns, what you should really pay, and how the deal should be structured, before you sign anything you can’t unwind.
The journey
We work with buyers across the whole acquisition, from the first target you look at through the years you own the business. Financial due diligence sits in Phase 1, when you can still change the price, the structure, or walk away.
Highlighted steps are the ones this service covers.
Seller financials are built to sell the business, not to inform the buyer. Add-backs get generous, owner expenses hide in the P&L, and revenue gets counted when it’s convenient. Financial due diligence is how you separate the story from the numbers, while you still have leverage.
We verify adjusted EBITDA: real earnings minus the surprises. Every add-back tested, owner expenses isolated, one-time items stripped out. You negotiate from the true number, not the broker's.
We tie out the balance sheet, the P&L, and actual cash to prove the earnings are real. If reported revenue never hit the bank, you'll know before the wire goes out.
How much cash the business needs to run, and what to peg at close, so day one doesn't start with a hole the model never showed.
Structure the buy to save tax at close and going forward, including the purchase price allocation that drives your first-year write-offs.
Not under LOI yet? Send us a target and we'll run a deal screen plus a 30-minute consult, and tell you what we see. Free, no obligation.
Recommendations for the accounting setup you'll need on day one, so diligence findings become your opening balance sheet instead of a report in a drawer.
CPA-led financial close support for off-market deals. Think of this like a broker-lite service, with the CPA firm providing intermediary services between you and the seller.
A CPA carve-out of financial statements for deals where the business owner mixes multiple businesses in one entity or one set of financials, so you can see the business you are actually buying.
A 30-minute consult plus a first pass on the deal book. We flag obvious problems before you commit to a price.
We pressure-test the numbers behind the LOI so price, structure, and contingencies protect you, not the seller.
QoE Lite, proof of cash, and working capital review on a fixed fee and a fixed timeline, matched to your closing date.
A written report plus a working session on what to do with it: re-trade, restructure, or walk with confidence.
$7,000 to $15,000 covers all three: the QoE Lite report itself, the Structuring Review, and the post-close Roadmap. A 21-28 day sprint, priced as one fee.
QoE Lite: A lean Quality of Earnings report sized for SMB deals
Six-Figure Deal-Tax Decisions
Post-close action plan
Not under LOI yet? Send us a target and we’ll run a Pre-LOI deal screen plus a 30-minute consult, and tell you what we see.
Pick the one piece your deal actually needs. Each is a standalone engagement.
Everything in Single Services in one engagement, plus a full Quality of Earnings and post-close financial architecture.
*Final fee depends on deal size and complexity; fixed before the engagement starts. Full scope details on the QoE Lite page.
Financial due diligence is the process of independently verifying a target business’s financial claims before you buy it: earnings quality, cash flow, working capital, debt, and tax exposure. It answers one question: is the business you’re about to buy the business you were shown?
Traditional Quality of Earnings reports run $25,000 to $80,000 because they’re priced for $20M+ enterprise deals. Our due diligence services are fixed-fee and right-sized for sub-$5M deals; see the QoE Lite page for current packages.
For most deals under $5M, a right-sized QoE covers what actually matters: adjusted EBITDA verification, proof of cash, and working capital. A full-scope report makes sense for larger deals, complex revenue recognition, or when a lender requires it. We’ll tell you which you need on the first call.
Before the LOI if possible. Once the LOI is signed you’ve committed to a price and structure that’s harder to unwind. The pre-LOI window is where diligence findings translate directly into negotiating leverage.
Yes. Most of our buyers use SBA 7(a) loans. We know what lenders look for, and our reports are built to hold up in underwriting as well as negotiation.
No, pre-LOI is actually the cheapest place to engage. Catching a structure problem or earnings issue before it is written into a binding LOI saves you from re-trading the deal later (or worse, signing one you shouldn’t).
Broker-provided QoEs are paid for by the seller, which means they are written to support the sale, not protect the buyer. Even when they are accurate, they tend to underweight the parts of the analysis that materially change valuation or post-close cash needs: add-back substantiation, working capital normalization, and off-balance-sheet risk. Our review starts from the buyer’s perspective and pressure-tests the seller’s numbers against what you will actually inherit.
Big 4 Q of E reports start around $75k and are sized for $20M+ enterprise deals. We are built for the $1M to $10M acquisition range, where the dollars do not justify a Big 4 fee but the financial and tax-structure risks are just as real. You get the same core diagnostic work (earnings quality, working capital, balance sheet review, structuring) at a fee that fits the deal size.
All three deliverables in one fixed fee. The Q of E (adjusted EBITDA, add-back review, working capital target, proof of cash, balance sheet scan), the Structuring Review (asset vs stock sale modeling, rollover equity, entity setup, purchase price allocation), and the Financial Roadmap (post-close architecture, reporting cadence, KPIs, tax strategy). Where you land in the $7,000 to $15,000 range depends on deal complexity (number of entities, revenue size, working capital intricacy).
At kickoff we ask for three years of P&Ls, balance sheets, and tax returns; a recent monthly trial balance; bank statements for the last six months; AR and AP aging; the LOI or term sheet; and any seller-side QoE if one exists. You get a complete document checklist within 24 hours of signing.
Yes. We sign a standard mutual NDA before any seller information is shared. If the seller has their own NDA form, we will sign that too.
That is a useful outcome. You walk in with documented confidence in the numbers and a structuring plan that locks in the tax wins, not just a ‘nothing to flag’ verdict. The Roadmap deliverable still gets you the post-close architecture and KPI work, which is the part most buyers actually act on after close.
Yes. First-time buyers make up the majority of our engagements. The whole offer is built for the searcher who has never closed a deal before and needs an experienced CPA-buyer in the room. Darin bought, ran, and sold his own business, so the work is not theoretical for him either.
Book a free 30-minute consult with CPA Darin Pierson. Bring the deal book; we’ll tell you what diligence the deal actually needs.
