Selected work

Case study

PE-backed multi-unit roll-up: M&A diligence program

Active roll-up strategy across a multi-brand portfolio, with multiple transactions per year

Function
M&A diligence / Unit economics framework / Post-close integration
Context
PE-backed / Multi-unit franchise
Engagement
Multi-year
  • PE-sponsor
  • Board-reported

The challenge

Where it started.

The company was executing an active roll-up strategy and needed a diligence function that could operate at acquisition pace. Each deal required Quality of Earnings analysis, a read on unit economics, a valuation basis the PE sponsor could defend, and a clear integration path. Without a disciplined internal process, acquisitions become a source of financial noise rather than value. The risk was not that bad deals would be done. It was that good deals would be done badly.

Program at a glance

In-house

QoE diligence

Quality of Earnings run internally at roll-up pace

Per unit

Economics read

Each acquired unit read for unit economics before valuation

Day 1

Integration planning

Diligence findings connected to integration path before close

The approach

How the work was done.

The diligence function was built internally rather than outsourced entirely. That was deliberate. When diligence is handed to an outside firm, the findings arrive as a document rather than as institutional knowledge. The people who need to integrate the acquisition do not inherit the judgment behind the numbers.

Each transaction ran a structured QoE process focused on the adjustments that actually move EBITDA: normalizing owner compensation, identifying non-recurring items, stress-testing revenue assumptions by unit. The unit-economics read was the output that shaped valuation, not a validation of a number already decided.

Diligence findings fed directly into integration planning. What needs to be harmonized, in what order, and at what cost. Those questions were answered before close, not after. That connection between diligence and integration is where most roll-ups lose the value they paid for.

The roll-up thesis was refined over time by what the diligence consistently found. Patterns across acquisitions informed the strategy rather than each deal being evaluated in isolation.

Diligence is not a transaction cost. It is the difference between a portfolio that compounds and one that gets complicated.

The outcome

What changed.

Diligence and financial oversight across a steady flow of transactions and acquired units. A repeatable QoE process that assessed financial hygiene, identified the EBITDA adjustments that matter, and produced a unit-economics read that informed valuation, not after the deal but as the input to it. Integration planning was connected to diligence findings rather than starting from scratch at close. Acquisitions were completed on post-close timelines and added to the portfolio without adding financial noise.

Diligence
Run in-house
Quality of Earnings run internally at roll-up pace
Valuation input
Unit economics
Each acquired unit read for unit economics before close
Approach
Diligence → integration
Findings connected to integration planning, not handed off at close