Practical due diligence guides for buyers in the lower middle market. Plain-language coverage of QoE reports, earnings adjustments, deal structure, and the financial concepts that drive acquisition decisions. No jargon, no filler.
If you're buying a business, a QoE is one of the most important documents you'll encounter, and one of the most misunderstood. Learn what it covers, who needs one, and how it differs from an audit.
Read the guide →A CIM is a starting point, not a verdict. What a seller owes you before an LOI, what waits until after, and why how they respond matters as much as the numbers.
8 min readRead → Due Diligence BasicsSome businesses look profitable only because a related entity absorbs the costs or supplies the revenue. If it isn't part of the sale, neither is the profit.
6 min readRead → Due Diligence BasicsA seller's books show you when money moved, not what the business earned. What cash basis accounting hides from a buyer, and why converting to accrual is standard diligence.
8 min readRead → M&A FundamentalsEveryone loves to dunk on EBITDA. Buffett called it misleading. Munger had a more colorful name for it. Here's why the metric still earns its place in M&A valuation, and where it doesn't.
10 min readRead → Market ContextMicrosoft and Uber just gave the rest of us a free preview of what AI actually costs once the subsidy thins out. If your plan to make the debt work involves AI doing some of the heavy lifting, read this first.
9 min readRead → ETA & Independent SponsorsIndependent sponsors face a conversion challenge traditional PE doesn't: Turning soft LP interest into hard capital commitments. Third-party QoE provides the documented validation that LPs and lenders increasingly expect.
7 min readRead → Due Diligence BasicsAddbacks are where deals are made and where buyers get burned. Learn what's legitimate, what requires scrutiny, and what should raise red flags.
8 min readRead → Due Diligence BasicsSellers use two different earnings metrics depending on business size. Knowing which one you're working with changes how you read the numbers and underwrite the deal.
7 min readRead → Due Diligence BasicsBoth reports look at the same financials. What differs is who commissioned the work, what questions they're answering, and whose interests the analysis serves.
7 min readRead → Due Diligence BasicsNot every addback is fraudulent. Some are just optimistic. Knowing the difference before you get to the LOI stage can save you from a deal that doesn't hold together.
9 min readRead → ReferenceA plain-language glossary of 60 key terms in lower middle market M&A, ETA and search fund deals, and Quality of Earnings due diligence.
ReferenceRead →60 key M&A terms defined in plain language, formatted as a branded reference guide you can keep on your desk throughout your search. Free download, no email required.