If you are buying a small or lower-middle-market business in 2026, a quality of earnings report can protect you from paying for earnings that may not hold up after closing. Seller financials may look organized, but they can still include owner perks, one-time revenue, weak add-backs, unusual working capital patterns, or casual expense treatment.
That is where buy-side due diligence becomes useful. You are not just checking whether the numbers add up. You are trying to understand what the business really earns, how much cash it needs to operate, and which financial risks should affect valuation, deal structure, lender confidence, or your decision to move forward. If you are still shaping your acquisition process, related guidance on stakeholder expectation management and data-based decisions can help you think more clearly about the people and information involved.
1. Bedrock QoE: Best for Lower Middle Market and Main Street Buyers
Bedrock QoE provides CPA-led quality of earnings reports and financial due diligence for buyers of smaller businesses, including ETA buyers, search funds, SBA borrowers, independent sponsors, and acquisition entrepreneurs. The firm is built around deals in the $1M to $40M range, which makes it a practical fit if your transaction is too important for a light review but too small for a large advisory process.
The main attraction here is deal-size alignment. Bedrock emphasizes focused buy-side QoE work, flat-fee proposals, and a 2- to 4-week report timeline. That matters when your LOI clock is running. If you wish to obtain quality-of-earnings information from an organization that has expertise similar to a top-tier private equity group, but do not desire a process that is designed solely for private equity groups’ use, then Bedrock should be one of the first organizations you contact.
2. DueDilio: Best for Sourcing a Custom M&A Deal Team
DueDilio is different from many Quality of Earnings (QoE) firms. Rather than being an actual QoE provider company, it acts as a marketplace and advisory service connecting smaller business buyers with pre-qualified teams of M&A professionals, such as due-diligence firms, lawyers, deal advisors, valuation experts, and post-close support services.
This makes a difference. With DueDilio, you will be comparing the services and assembling your own group of advisory professionals. This option may be attractive to you in one of three scenarios:
- You have never done a transaction before.
- You do not know whom to ask for referrals to select your advisory team.
- You are unsure what type of advisory team you should hire.
3. Embarc Advisors: Best for CFO-Level Context
Embarc Advisors performs financial due diligence to assist entrepreneurs, independent sponsors, search fund managers, and smaller PE firms looking to make lower middle market purchases. In addition to determining whether the target company’s EBITDA will be adjusted in a particular manner, they offer additional services like verifying whether there are adequate cash reserves, establishing net working capital targets, analyzing total revenues, reviewing margins, analyzing how well the customers of the target have been retained by the target, and supporting the development of budgets.
Embarc Advisors’ service may also be particularly valuable if you are acquiring a target with an under-resourced accounting or finance function or one where historical financial reports may be inconsistent. If you believe that your acquisition decision will depend on post-closing events, for example, your ability to grow the business through increased investment, then Embarc’s experience as a traditional CFO advisor may provide some additional insight into this issue.
4. Eide Bailly: Best for CPA and M&A Advisor Depth
Eide Bailly provides quality of earnings and due diligence services to buyers and sellers. They have many locations around the country and could be an option for you if you are looking for a larger group of professionals in your area that provides a structured format and formal reporting, as well as specialists focused solely on the QoE or due diligence aspects of transactions.
It’s the structured approach that makes them appealing. A buyer working through lender requirements, multiple stakeholders, or a seller with complex financial history would likely find value in a service provider able to apply accounting discipline and M&A process experience to the review.
5. RSM US: Best for Middle Market Transactions
RSM US provides financial due diligence services, including QoE, working capital and cash flow analysis, revenue, margin, customer analytics, balance sheet review, and normalization, to name a few. When you have an M&A transaction with a larger scale, sponsor-backed, industry-specific, or more complexity than a normal “Main Street” transaction, then RSM would likely be one of your best options.
You will certainly pay for the additional capabilities, but it could very well be worth it, as many deals require institutional investors, sophisticated debt financing, multiple entities, etc.
6. BDO: Best for Broader Transaction Risk Review
BDO’s due diligence advisory services include Quality of Earnings analysis and a wider review of financial, tax, accounting, operational, IT, HR, and insurance considerations. That broader lens can be useful when you are not only trying to confirm earnings but also understand business risks that could affect integration or long-term value.
BDO may have more scope than a simple SBA acquisition needs. For a larger or more complicated transaction, its analytics-led approach can help translate findings for investors, boards, or internal decision makers.
7. Riveron: Best for Earnings Quality and Deal Metrics
Riveron’s buy-side diligence focuses primarily on an issuer’s past earnings, working capital, cash flow, EBITDA adjustments, revenue quality, customer concentration, margin durability, financial statement quality, and internal control. That makes it a useful choice when valuation depends heavily on whether adjusted EBITDA is credible.
There are several scenarios under which you may choose to engage Riveron as your due diligence provider. For example, if the issuer has historically grown rapidly, if there have been material changes in the issuer’s operating margins, if one customer generates an unusually high percentage of total revenue, or if you believe the issuer’s management has been overly aggressive in its reporting practices and would like to test its reporting methods carefully. Riveron’s diligence process will assist you in distinguishing between actual results of operations and results of operations that require adjustment before placing a price on the business.
Your choice of the correct lender will depend on your transaction size, time constraints for closing the deal, desired price, and overall degree of risk. Your purchase needs will be different depending on whether you have a $3 million service-based company that has been funded by a Small Business Administration (SBA) loan or are acquiring a large private equity-backed technology platform. Both parties will require early financial answers regardless of the type of transaction.
