Case Study: Buy-Side Due Diligence for SBA-Funded Acquisition of a California-Based Tech Firm
Client Overview
Client: Strategic Buyer based in the U.S.
Target Company: California-based technology firm specializing in custom software development, enterprise-level solutions, and digital products
Revenue: ~$5 million
Established: 2020
Background
Our client was pursuing the acquisition of a fast-growing California-based technology firm to expand their digital service offerings. The target company had a diverse portfolio of B2B clients across healthcare, fintech, and logistics, with recurring revenue streams and strong EBITDA margins.To facilitate the acquisition, the buyer sought SBA financing and required a fast, investor-grade Quality of Earnings (QoE) report to support loan approval and valuation negotiations.
Challenges
- Tight timeline to meet lender and transaction deadlines
- Limited internal financial controls and bookkeeping structure on the target’s side
- Multiple revenue streams (fixed-price, T&M, subscription) requiring normalization
- Identification of non-recurring revenue, founder-related adjustments, and cost reclassification
- Coordination across time zones with the seller’s finance and legal teams
Actions Taken
We provided a tailored Buy-Side Due Diligence and QoE engagement, focused on delivering clarity and speed:
- Reviewed and normalized financial statements over a 3-year period
- Conducted revenue quality analysis, classifying recurring vs. non-recurring income
- Reconstructed the P&L using accrual-basis accounting to reflect true earnings
- Analyzed and adjusted for owner’s compensation, related-party transactions, and one-time tech development costs
- Provided a clean QoE report formatted to SBA lender standards, including working capital analysis
- Completed the full engagement in 12 business days
Results
- The buyer secured SBA loan approval within 3 weeks of submission
- Our analysis led to price negotiations favoring the buyer, supported by clear EBITDA adjustments
- Deal successfully closed within 45 days of due diligence initiation
- Post-acquisition, our client retained us for post-close financial integration and reporting setup
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