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Sell-Side Quality of Earnings

Find the Issues Before the Buyer Does.

A sell-side QoE pressure-tests the financial story before buyer diligence begins. We help owners and advisors determine which addbacks are defensible, where the books need support, how working capital behaves, and which issues could create delays, credibility problems, or a retrade.

No sell-side CIM Snapshot. QoE Lite can be purchased directly; Standard and Comprehensive engagements begin with a scoping call.
Illustrative sell-side preparation
Evidence Before Diligence
Pre-market
$1.31M
Defensible EBITDA
6
Addbacks tested
$82K
NWC adjustment
2
Issues to fix
What you want before launch: Know which adjustments are defendable, which schedules need cleanup, and which issues a buyer is likely to use for a retrade.
Senior-ledTimothy Vance, CFA
Pre-diligenceIdentify issues before market
Evidence-basedDocument defensible adjustments
IndependentOne deal, one side

The first time your numbers are stress-tested should not be by the buyer.

Buyers and lenders will eventually ask whether adjusted EBITDA is real, whether addbacks are supportable, whether revenue converts to cash, and whether normal working capital has been delivered. A sell-side QoE lets you address those questions while you still control the timeline.

Test adjusted EBITDA and seller addbacks
Identify accounting or classification inconsistencies
Prepare support for recurring vs. nonrecurring items
Understand working capital before it becomes a negotiation
Identify revenue / customer issues a buyer will question
Build a cleaner diligence package and management narrative
Which addbacks can we defend with evidence?
What will a buyer challenge in adjusted EBITDA?
Are the books consistent enough for diligence?
What working-capital pattern will the buyer see?
Which issues should be fixed, explained, or disclosed?
What support should be ready before the data room opens?

Three scopes. No sell-side CIM Snapshot.

The seller-side entry point is QoE Lite. If the business has messy accounting, significant addbacks, complex working capital, multiple entities, lender scrutiny, or a competitive process, start with a scoping call for Standard or Comprehensive.

Focused Sell-Side QoE

QoE Lite

$1,999
5 business days
Best for: simpler businesses / independent pre-sale earnings check

Three years of annual financials with focused adjusted EBITDA, addback, revenue, and margin analysis.

  • Annual EBITDA bridge
  • Addback support review
  • Revenue / margin analysis
  • PDF report + Excel workbook
Pay & Start →
Secure payment via QuickBooks/Intuit
Complex / Deeper Preparation

Comprehensive QoE

$15,000
10–15 business days
Best for: complex businesses / broader diligence preparation

Standard QoE plus deeper management, revenue, customer, operational, and process analysis.

  • Everything in Standard
  • Management interviews
  • Deeper revenue / customer analysis
  • Operational / process review
  • Expanded diligence support
Schedule Call →
Scoping call required before engagement.

Preparation preserves options.

A buyer finding a problem in diligence creates leverage for the buyer. You finding the same problem before launch gives you options: fix it, document it, price it, disclose it clearly, or adjust expectations before it becomes a surprise.

Cleaner earnings narrative for the CIM and management meetings
Documented addbacks before buyers challenge them
Working-capital expectations before purchase-agreement negotiations
Fewer avoidable diligence delays and credibility shocks

Messy books or no formal accounting system?

That may require cleanup or reconstruction before a QoE can do its job properly. Schedule a scoping call before purchasing a fixed package so we can separate bookkeeping cleanup from transaction diligence.

Scope the Situation →

Common seller questions

Why isn't there a sell-side CIM Snapshot?

The CIM Snapshot is intentionally a buyer-side pre-LOI screening product. Sellers need a different starting point: an independent review of their own financials and adjustments. The sell-side entry tier is QoE Lite.

Will a sell-side QoE prevent the buyer from doing its own QoE?

No. Many buyers will still conduct their own diligence. The purpose is to make your financial story better prepared, supported, and less surprising when that diligence happens.

Does a sell-side QoE tell us what the company is worth?

No. QoE analyzes the quality and sustainability of earnings and related transaction issues; it is not a valuation opinion. Cleaner, better-supported earnings can improve the quality of a valuation discussion, but valuation is a separate analysis.

What if we discover a problem?

That is precisely why pre-sale work can be valuable. You can decide whether to correct the accounting, gather support, normalize the presentation, disclose the issue, or address it in transaction expectations before a buyer controls the narrative.

One Deal. One Side.

If QoEPro is engaged by the seller, we will not accept the buyer-side engagement on the same transaction. Independence is part of the product.

Stay useful between deals

The QoEPro Deal Brief

Occasional practical notes on earnings quality, addbacks, working capital, diligence issues, and lower middle market transactions. Written for people doing real deals—not a daily marketing blast.