Kestrel Diligence
Buy-side diligence for $300K to $3M acquisitions

Know what you're buying before you sign.

We rebuild a business's real earnings from its bank records, test every add-back, and search the public record on the business and its owners. You get a plain bottom line, the evidence behind it, and the questions to put to the seller. Fixed fee, in 7 business days.

M&A attorney, accountant or business broker? Your first referred client's evaluation is on us →

  • Fixed fee$3,000 to $5,000, set by deal size
  • 7 business daysfrom documents to written evaluation
  • Buyer side onlyWe never work for, or contact, the seller
  • ConfidentialFiles deleted 30 days after delivery
The gap

Small deals rarely get a hard look at the numbers.

Most buyers at this size close on the seller's P&L and the broker's add-back list. The work that would test them is usually priced for much larger deals.

$8K to $35K

What a CPA firm's quality of earnings report typically costs. On a $600K deal, that is hard to justify, so it gets skipped.

3×

A common multiple of seller's earnings at this size. Every $10,000 of overstated earnings adds about $30,000 to the price.

LOI to close

The window to fix the price, the escrow or the terms. After closing, the leverage is gone.

Method

Four checks on every deal.

Software reads every bank line, tax return and public record. An analyst checks each finding and writes the bottom line. Nothing reaches you unverified.

01

Reconcile the earnings

2 to 3 years rebuilt from bank statements and tax returns.

  • Reported sales tied to deposits, month by month
  • Returns compared with the P&L you were shown
02

Test every add-back

Each "one-time" and "owner" expense checked against the records.

  • Supported, partly supported, or not supported
  • Roles the owner fills that a buyer must pay for
03

Search the public record

On the business and its principals.

  • Lawsuits, judgments, tax liens, UCC filings
  • Registrations, licenses, reviews, local competitors
04

Report what it means

A one-page bottom line, then the detail.

  • The evidence behind every finding
  • The questions to put to the seller
Customers and concentration. How much rides on the top customers, whether that is rising, and what happens if one leaves.
Red flags. Related-party payments, year-end swings, below-market rent that resets at sale, a business that only works with the owner in it.
Sample deliverable

Every evaluation opens with the bottom line.

One page that you, your attorney and your lender can read in two minutes. The evidence and working papers follow.

Evaluation summary: HVAC service company
Asking price $1,200,000 · 2.9× stated SDE · 36 months of statements analyzed
Made-up illustration
Bottom line

The records support about $288,500 of annual earnings, not $412,000. At the same multiple, that points to roughly $837,000, not $1.2M.

Seller's stated earnings (SDE)$412,000
Spouse's dispatch pay added back; the role must be replacedPayroll records, 2 years−$46,000
Claimed cash sales not found in bank depositsDeposit tie-out, 24 months−$38,500
"One-time" equipment repair that recurs every yearVendor ledger, 3 years−$21,000
Below-market rent from the seller's own building, resets at saleLease and local listings−$18,000
Earnings the records support$288,500
At the same 2.9× multiple≈ $837,000
Made-up illustration, not a real client or business. Real evaluations cover only what the documents and public sources show.
Process

From documents to decision in 7 business days.

  1. Day 0

    Send the deal

    Forward what the seller gave you: tax returns, bank statements, P&L, add-back list. We tell you what is missing.

  2. Day 1

    30-minute kickoff

    You tell us what you know and what worries you. We point the work there.

  3. Day 7

    Written evaluation

    The bottom line, the evidence behind each finding, and what to renegotiate or ask.

  4. After

    Follow-up call

    Once the seller answers, we go through the replies with you.

Pricing

One fixed fee. Everything included.

Set by deal size and agreed before we start. Half to begin, half on delivery.

Deals up to $1M$3,000fixed fee
Deals $1M to $2M$4,000fixed fee
Deals $2M to $3M$5,000fixed fee

Every evaluation includes

  • 2 to 3 years of earnings rebuilt from the bank
  • Every add-back tested
  • Customer concentration
  • Public-records and reputation research
  • Kickoff call
  • Written evaluation with evidence
  • Questions for the seller
  • Follow-up call after the seller answers

The price is the price

No hourly billing, no add-ons and no discounts. You know the full cost before we start.

The one exception: the first client an M&A attorney, accountant or broker refers to us. How that works.

Referral partners

For the advisors who see deals first.

Your client gets a hard look at the target while there is still time to fix the price, the escrow or the terms. Problems surface early and in writing, not at underwriting or after closing.

M&A attorneysCPAs and accountantsBusiness brokersSBA lenders
  • We stay in our lane.No legal, tax or valuation advice. We hand you sharper questions and the evidence behind them.
  • Buyer side only.We never contact the seller, the seller's advisors, customers or employees.
  • Fast enough for the deal.Written evaluation in 7 business days, inside a normal diligence period.

Refer a client. Their first evaluation is on us.

  1. Introduce us. Email us with your client copied, or have them write in and mention you.
  2. We do the full evaluation, free. Same scope and the same 7 business days, for the first client you refer.
  3. After that, the fixed fee. Every later client pays the standard fee for their deal size. No discounts.
Refer a client

We don't pay or accept referral fees, so your advice stays independent. The client signs our scope letter before we start.

How we work

Clear terms, before anything else.

Confidential

We sign your NDA or the seller's. Your documents are used only for your evaluation and deleted 30 days after delivery.

Evidence first

Every finding points to the record it came from, so your advisors can check it themselves.

Plain English

A bottom line you can act on, not a stack of schedules you have to decode.

Clear limits

We are not a CPA firm and this is not an audit. Our scope page says exactly what is and isn't included.

FAQ

Questions buyers and advisors ask.

What do I need to send?

2 to 3 years of business tax returns, 24 to 36 months of bank statements for all accounts, the seller's P&L and add-back list, and a customer list if the seller provides one. If something is missing, we tell you what to ask for.

When should I order it?

Right after the LOI is signed and the seller's documents arrive. That leaves time to renegotiate, restructure or walk away.

Is this a quality of earnings report?

No. We are not a CPA firm and this is not an audit, review or other attest service. It is an analysis of the documents you provide and public sources. If your lender requires a CPA report, you still need one; our evaluation gives you and your CPA sharper questions first.

How does the referral offer work?

If you are an M&A attorney, accountant, business broker or lender, the first client you refer to us gets the full evaluation free. Every later client pays the standard fixed fee for their deal size. We don't pay or accept referral fees.

Will you contact the seller?

Never. We work only for the buyer and never contact the seller, the seller's advisors, banks, customers or employees. You decide what to ask.

Is my deal kept confidential?

Yes. We sign your NDA or the seller's, share nothing with anyone else, and delete your files 30 days after delivery, or sooner if you ask.

Under LOI? Send us the deal.

Tell us the business type, the asking price and the earnings the seller claims. We reply within one business day.