Avoid buying a bad business by accident.

QUALITY OF EARNINGS (QoE)

Breakwater’s CPA-led Quality of Earnings (QoE) find deal-breakers before you sign. So you can renegotiate, restructure, or walk with confidence.

Risks you can’t afford to miss.

Closing can go smoothly. The risk is what shows up after you take over:

  • Add-backs that overstate sustainable EBITDA

  • Profit on the P&L that does not translate into cash

  • Working capital that is tighter than expected, creating an immediate cash need

  • Revenue that looks diversified until you see true customer concentration and churn risk

Quality of earnings risk illustration: desk with transaction folder and calculator, smoldering dumpster outside a window.
HOW WE CREATE VALUE

How we’re different

1

We act as your deal partner

QoEs should help ensure your deal structure is suitable. This includes:

  • Debt service coverage calculations
  • Working capital analysis
  • Holdback/earn-out analysis
2

Built for lower middle market buyers

Institutional-quality thinking, scoped so it makes economic sense below $40M.

3

Clear answers, fast turnaround

You do not need a 120-page report. You need decision-grade truth you can stand behind with lenders and partners.

Bottom line: QoE should create leverage before terms are final and confidence after you take over.
Need more info? Join an upcoming anonymous Q&A livestream here

Get a fixed-fee QoE scope in 15 minutes.

Under LOI? Get a fixed-fee QoE scope that surfaces earnings risk, cash traps, and deal-breakers before you sign.

Quick-turn QoE Lite: $5,000–$10,000 (5–7 business days)

  • Includes: primary EBITDA normalization, proof of cash (bank + ledger tie-outs), P&L trend review, written summary.

Standard QoE (complex): $15,000–$20,000 (2–4 weeks)

  • Includes: full normalized EBITDA bridge, add-back validation, proof of cash, customer concentration + revenue quality, working capital analysis + directional peg, and red flags that change price/structure.

Professional portrait of a David Moon, CPA in a dark suit and white shirt against a plain light background.

David Moon, CPA | Head of Exit Advisory

Pricing (simple fixed-fee)

Two simple pricing tiers tailored to your needs.

Quick-turn
$5,000 – $10,000
QoE Lite
  • Primary EBITDA normalisation
  • Proof of cash (bank + ledger tie-outs)
  • P&L trend review
  • Written summary of findings
Timeline: 5–7 business days
Best for: smaller deals, tight timelines, or pre-LOI screening
Most engagements
$15,000 – $20,000
Standard QoE (complex)
  • Full normalized EBITDA bridge + add-back validation
  • Proof of cash
  • Customer concentration + revenue quality
  • Working capital analysis + directional peg
  • Red flags that change price or structure
Timeline: 2–4 weeks from data room readiness
Best for: deals where you need lender / IC confidence and negotiation leverage
Need more info? Join an upcoming anonymous Q&A livestream here

Why entrepreneurs trust Breakwater

We prefer to let our results speak for themselves—here’s what our clients have to say about working with us

Common Questions

Have more questions? Book a call or join our upcoming anonymous monthly information livestream

Ready to start your acquisition journey?

The best time to get a 2nd opinion was yesterday.

The second-best time is today.

Start with a free confidential call.

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