Wall Street-grade diligence for the deals Wall Street ignores: faster, and at a fraction of the cost.

The screen before you make an offer. Built on what a buyer has at that stage: the seller's package and the tax returns.

• The seller's numbers tested against the filed returns
• The seller's accounting basis and policies, read from the returns and the statements
• Every add-back the seller claims, marked as supported by the returns, not supported, or needing evidence
• Normalized EBITDA after a market management cost, shown as a range: the low end counts only what the returns support, the high end adds what needs evidence. Reported EBITDA and SDE are both stated, and the income statement is restated on that basis
• The business in its industry, from Workup's own industry research, cited to public sources
• Revenue, margins and customer concentration where the package shows them, with contract terms where contracts are provided, and net debt on the latest year-end balance sheet
• What the asking price implies as multiples, each named by its base, set beside comparable transactions of similar size, with a computed quality scorecard
• The effect of each adjustment on the price, at the median multiple of those transactions
• Whether the deal finances at the asking price: debt service coverage on your proposed structure where you provide one, then on standard SBA 7(a) terms at the current rate, at both ends of the range, against the coverage standard quoted from the SBA's lending rules, with the share of the unverified add-backs that must hold up to meet it. Arithmetic only
• The risks, ranked by their effect on earnings, with a numbered question to the seller for every open item
• What a full Quality of Earnings report would verify next, and the documents requested and not provided

Reviewed and signed by the reviewer of record. Includes a 30-minute findings call. The fee is credited in full toward a Quality of Earnings or Diligence engagement on the same deal within 60 days.

Pro does not review bank records. It is a screen, and it is not prepared for a lender to rely on.

Already have bank records? Start with the Quality of Earnings, or credit this fee toward it within 60 days.

The earnings product: what the business really earns, proved against the bank records, the tax returns and the IRS transcripts. For a buyer under a letter of intent, or commissioned by a lender.

• Books reconciled to the tax returns and to IRS transcripts, line by line
• The seller's accounting policies in one table: the basis of accounting, revenue recognition, depreciation, inventory and deferred revenue
• A cash proof: bank deposits set against reported revenue for the trailing twelve months and two fiscal years
• Every add-back classified as accepted, modified or rejected, with the document behind each
• Related-party items, each stated at the arm's-length figure or flagged: rent to an owner entity, family on payroll, owner-affiliated charges
• Normalized earnings, with SDE and EBITDA both stated, the bridge from year to year, and the income statement restated on the normalized basis
• Revenue quality, customer concentration, margins and cost structure
• Working capital by month, with the level the figures support for the purchase agreement, and receivables and payables by age
• Inventory, where the business carries it: count or roll-forward, aging, and whether inventory at close is inside or outside the price
• Capital expenditure and asset condition
• Debt and items that behave like debt at closing, netted with cash to one net debt figure
• Tax exposure: sales tax, payroll tax and contractor classification, stated as findings
• The lender's debt service coverage test on historical earnings, with no reliance on projections
• The questions sent to the seller, the answers received, and the questions left unanswered
• A ranked risk register and a checklist of every procedure performed

Delivered as a written report, an Excel databook and an executive summary deck. Includes a 30-minute findings call and 60 days of support. For a buyer, a reliance letter to a named lender is available.

Add-ons

For lenders

The Quality of Earnings report is available as a lender-commissioned engagement at $10,000. A Secondary Review of a report prepared by another firm is $5,000. Details are on the SBA Lenders page.