The Value Bridge Read

Five quantified reasons the earnings number is wrong.

Reported EBITDA is a starting position, not a fact. On most lower mid-market transactions both sides negotiate against a number neither has independently reconstructed.

The Read changes that. Fixed fee, 10–20 working days, one side of the table.

5
Reasons tested
10–20
Working days
1
Side of the table
100%
Fee credited against mandate

The method

What the Read tests.

Every Read interrogates the same five things. Every finding carries a euro figure and an evidence label. Nothing is asserted without saying how firmly we hold it.

1

Owner economics

Compensation above or below a replacement market rate, related-party terms, personal cost carried in the P&L, family employment an acquirer will not inherit.

2

Recurring versus one-off

Items misclassified in both directions — exceptional costs that quietly became permanent, and one-off gains presented as run-rate. Sometimes the honest answer is that earnings are lower than stated.

3

Price and mix leakage

Realised versus list pricing, discount authority, contract escalators never applied, and the unprofitable tail.

4

Working capital and cash conversion

The peg, true-up exposure, trapped cash, and where the collection cycle sits against the sector.

5

AI-addressable cost and capacity

Named processes where automation removes cost or releases capacity — sized with an implementation cost, an owner and a date, not as a theme.


Discipline

Every finding is labelled.

Verified · Evidenced

Supported by a document or a source we can point you to.

Numbers we can show, not merely assert. Every verified finding links to a source.

Inferred · Reasoned

A defensible estimate from observable signals.

Labelled as such, never presented as fact. You know exactly how firmly we hold each number.

Could not determine

Your first-call diligence agenda.

Handed over as the specific questions to ask. Owners find it disarming. Acquirers find it useful.


Which edition

Two editions, one method.

Owner Edition
Before you go to market

The number in your accounts is not the number a buyer will pay.

Your own salary, family employment and personal costs carried in the business routinely understate what an acquirer is actually buying. Equally, three years of "exceptional" costs that never went away will be treated as run-rate by any competent buyer.

A buyer who finds these before you do prices the uncertainty into the offer. A buyer who is handed them — quantified and evidenced — has far less room to.

Best run 2–3 years before a likely exit. Connects directly to the Exit Readiness Assessment — the Read quantifies the gap the scorecard identifies.

Acquirer Edition
Before you bid · Outside-in · Pre-LOI

You are bidding on a reconstructed EBITDA. Whose reconstruction?

Reconstructing earnings favourably is the sell-side adviser's job. It becomes your problem when you accept it as the starting point and then spend heavily on formal diligence confirming a number you never independently rebuilt.

Sometimes the Read finds earnings are better than presented. More often it finds the working-capital peg is set where the true-up will cost real money at completion.

Run before the LOI — before the formal diligence spend. The Read's "could not determine" list becomes your first-call questions to the seller.


Conflict rule

One side only.

Our standing rule

We run the Read for one side of a transaction, and we tell you which side we are on. We will not run both the Owner Edition and the Acquirer Edition on the same asset — not concurrently, not sequentially.

Fixed fee, scoped on a short call. The fee is credited in full against our transaction fee if you appoint us within 12 months. One Read is credited per completed transaction.

After the Read

What the Read tells you — and what to do with it.

Owner Edition · If you're selling

The Read quantifies the gap. Now close it — or protect the number.

If the Read shows 18–36 months of headroom: the Exit Readiness Programme closes the structural gap before you go to market. If you're going to market now: the Whole Transaction Maximiser ensures the headline price translates into the right net proceeds — through every term in the SPA.

Acquirer Edition · If you're buying

The Read either validates the bid or reframes it. Either way, it's worth running before full diligence spend.

If this is a platform acquisition: the 90-Day Roadmap structures post-close value capture before day one. If you're building a programme: the Inorganic Growth Strategy brings thesis, sequencing, and firepower sizing together. Model the economics first with the free LBO / ETA tool.

Is a Read worth running on your situation? Thirty minutes answers that.

Thirty minutes is enough to establish scope, which side we would act for, and whether the answer is likely to change your position. Fixed fee, scoped on that call.

Book a 30-min scoping call Or write to us