Looking for CPA / Transaction Advisor for Pre-LOI Acquisition Review
I'm evaluating the acquisition of an established tax and insurance services business (~$2M revenue) and am looking for an experienced CPA, fractional CFO, QoE professional, former acquisition lender, or transaction advisor to provide an independent pre-LOI financial review and help structure the LOI.
The main objective is to determine sustainable post-closing EBITDA/SDE and make sure the offer is based on defensible economics rather than seller add-backs.
Key areas:
• Reconcile 2023–2026 financial performance and identify trends
• Normalize SDE / EBITDA
• Review employee payroll and terminated-employee add-backs
• Determine realistic owner replacement cost
• Assess whether recent staffing reductions represent permanent savings or seasonal/replacement labor
• Review working capital and balance-sheet items
• Estimate conventional debt capacity / DSCR
• Identify major financial diligence issues
• Recommend purchase price and transaction structure
• Help prepare or review the LOI, including purchase price, seller financing, holdbacks/earn-outs, financing contingency, diligence protections, employee-retention conditions, and other key economic terms
This is a focused pre-LOI engagement, not a full QoE. A full QoE and legal review would be performed after LOI.
I have the CIM, detailed historical financials, 2026 YTD P&L and balance sheet, employee census, and other supporting information.
Budget: approximately $1,000–$1,500 fixed for the initial review and LOI support, depending on experience and scope.
Timing is important. I am actively working toward an LOI and would like the work completed as soon as possible. Please include your earliest availability and expected turnaround time.
Ideally looking for someone with hands-on lower-middle-market / SMB buy-side acquisition experience who can think from both the buyer and lender perspective.
Please DM me with relevant experience, examples of similar transactions, expected turnaround, and fee.