What we do
Operator diligence
Before you buy a £5-50m business, we rebuild its revenue, margin, cash and capacity from its own orders, invoices and jobs, and show you where the data room story and the transactions part ways.
Alongside your financial due diligence, not instead of it.
Financial due diligence tests the ledger: earnings adjustments, net debt, normalised working capital, worked from the trial balance and management accounts. Essential, and your lender will insist on it. It stops there.
The deal is decided below it. Retention, real margin, cash needs and capacity live in the order book, the job sheets, the TMS and the ERP. Few diligence teams open them, and rarely at a price that suits a £5-50m deal.
We read that layer, transaction by transaction, tied back to the ledger so the totals agree. Then we show you where the detail does not, and what it is worth.
The engagement
£15,000
fixed per target, 2-3 weeks
Every finding sized in pounds, ranked by what it does to the price, and traced to the rows it came from.
What you get →Six questions the price depends on
Each one answered from the target's own records, line by line, at a resolution a spreadsheet cannot reach.
Contact us →Is the revenue real, and will it repeat?+
How we answer it
Customer cohorts, retention and churn, concentration, and the one-offs sitting inside the run-rate.
Why it matters to the price
Whether you are paying a multiple on revenue that compounds, or on a top line refilled every quarter.
Where is the money actually made?+
How we answer it
Margin by customer, product and job, after freight, returns, rebates and discounts.
Why it matters to the price
Which part of the EBITDA you are really buying, and which part loses money.
How much cash does it really need?+
How we answer it
Working capital month by month from the debtor, creditor and stock ledgers, with the flattering month named.
Why it matters to the price
Evidence for the working capital peg, before completion accounts settle it for you.
Can the operation deliver the plan?+
How we answer it
Capacity and the one true bottleneck, computed from the operational log rather than a site visit.
Why it matters to the price
Whether the growth case needs capex, hires or a second site nobody has priced.
How much leaves with the seller?+
How we answer it
Owner and key-person dependency, measured from who sells, approves and fixes things in the systems.
Why it matters to the price
What the earn-out and the handover plan need to protect.
Does the data room match the transactions?+
How we answer it
Management accounts tied down to the order, invoice and job records underneath them.
Why it matters to the price
The totals usually agree. Where the detail does not is where your questions to the seller come from.
Why operator diligence with Brightmere?
Both records, read together
Most people who can read a P&L can't pull apart millions of transaction lines, and most who can pull them apart can't read the P&L. Diligence below the trial balance needs both, joined in one analysis.
Priced for a £5-50m deal
Transaction-level diligence has usually been a large-deal luxury. Fixed at £15,000 per target, it fits the deals where an average hides the most.
Built to fit inside exclusivity
A sharp answer before you sign beats a perfect one after the price is agreed. Two to three weeks from receiving the data.
How it runs
A sharp answer before you sign beats a perfect one after the price is agreed.
Day 1
Scoping call, NDA and a short data request: the order, invoice, stock and job exports the business already has.
Days 2-4
We map what the data can support. If it cannot answer the questions, we say so and stop. You pay for the days used.
Weeks 1-2
The read: every check, run on the target's own records and tied back to the ledger.
Week 3
Findings memo and a working session with you and your advisers. Faster if exclusivity is tight.
Where it sits in your diligence. A complement to the reports you already commission.
Your accountants
Financial DD
Works from
Trial balance, management accounts, statutory accounts
Answers
Are the earnings and net debt what the seller claims?
Market consultants
Commercial DD
Works from
Market data, customer interviews
Answers
Is this a good market to be in?
Brightmere
Operator diligence
Works from
The target's own orders, invoices, stock, jobs and operational logs
Answers
Is the business underneath the numbers the one you are paying for?
Quality of earnings is part of the work: we test the earnings against the transactions behind them, line by line. Our report is addressed to you. If your lender needs a report it can formally rely on, that is the financial due diligence firm's, and we work alongside them.
The engagement
£15,000 fixed per target
Two to three weeks from receiving the data
What you get
- A findings memo ranked by price impact, every finding sized in pounds and traced to the source rows→
- The questions to put to the seller before you sign, with the evidence behind each one→
- A working session with you and your advisers to walk the findings→
- The rebuilt dataset, so your first numbers after completion start from something true→
It earns its fee fastest in operationally complex targets: thousands of SKUs, customers, jobs or loads, where the average hides the answer.
Talk about a live deal
Let's talk
Founder. Scopes and runs every engagement.
lu@brightmerehq.com →Book 30 minutes on Google Meet →