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Due Diligence Checklist
Comprehensive Review Guide for SMB Acquisitions
📊 Financial
Historical Financials
- 3-5 years of tax returns
- 3-5 years of P&L statements
- Balance sheets (current and historical)
- Cash flow statements
- Monthly financials for last 24 months
- Revenue by customer (concentration analysis)
- Revenue by service type (project vs service mix)
- Gross margin by job type
- AR aging report
- AP aging report
Quality of Earnings
- Addbacks and adjustments explained
- Owner compensation vs market GM salary
- One-time revenues or expenses identified
- Seasonality patterns understood
- Working capital requirements
⚙️ Operations
Customer Base
- Top 20 customers with revenue %
- Customer concentration (no single >10%)
- Length of customer relationships
- Contract terms and renewal rates
- Maintenance agreement details
- Customer loss analysis (last 3 years)
Service Mix
- Breakdown: residential vs commercial vs industrial
- Breakdown: service/repair vs new install vs project
- Recurring revenue as % of total
- Average ticket size by service type
Technology
- Current software stack (CRM, FSM, accounting)
- Data quality and history
- Integration capabilities
- AI readiness assessment
👥 People
Owner Dependency
- Owner's role in daily operations
- Owner's customer relationships (key accounts)
- Transition plan and timeline
- Non-compete terms
Staff
- Org chart
- Employee roster with tenure
- Compensation details (all employees)
- Licenses and certifications
- Key person risk assessment
- Turnover rate (last 3 years)
⚖️ Legal & Compliance
Contracts
- Material customer contracts
- Supplier/vendor agreements
- Lease agreements (facilities, equipment)
- Vehicle leases
- Insurance policies
Licenses & Permits
- Business licenses
- Trade licenses (electrical, HVAC, etc.)
- Municipal permits
Compliance
- WSIB status and history
- CRA compliance (HST, payroll)
- Safety compliance
- Pending or threatened litigation
🏢 Assets
- Asset list with age and condition
- Maintenance records
- Replacement schedule / capex needs
- Owned vs leased facilities
- Lease terms and renewal options
- Parts and materials inventory
🤖 AI & Value Creation
- Current tech stack assessment
- Quick wins identified (call handling, dispatch)
- Implementation timeline
- New service line opportunities
- Geographic expansion potential
- Process standardization needs
⚠️ Red Flags to Watch For
- Financial: Inconsistent revenue, declining margins, high customer concentration, aggressive addbacks
- Operational: Owner is lead technician, no documented processes, outdated technology, high turnover
- Legal: Pending litigation, license issues, environmental liabilities, unclear asset ownership
- Market: Single industry dependence, declining local market, new competition entering