The FDD process
One engagement, end to end.
The standard buy-side engagement, from scope call to signed report, and where Numeri picks up the grunt work at each step.
01
Scope
A call with the client to agree scope and focus areas: the questions their investment committee needs answered. These dictate everything that follows.
With NumeriScope items become the checklist the agents work against from day one.
02
Information memorandum and intro call
The sell-side shares the IM and may host an intro call. It is written to impress, so treat it as market background and extract the factual content.
03
Information request list
The IRL goes to the target: monthly management accounts, reconciliations to audited statements, exceptional items, trial balance, debt agreements, agings, key contracts, FTE schedules, and bespoke requests driven by the scope.
With NumeriEverything on the IRL is a file the Intake Agent already knows how to classify, normalize, and track as it arrives.
04
Dataroom and data receipt
Access to a secure dataroom opens and data starts to land. Its contents are often referenced in SPA warranties and indemnities.
With NumeriExports go straight in as they arrive, in whatever state they arrive. No batching, no re-keying.
05
Databooks and question lists
The classic junior grind: build and continuously update the P&L and balance-sheet databooks, and produce the management meeting question list with exhibits.
With NumeriThis is the step the agents take end to end: normalized databooks, first-pass adjustments across all three workstreams, and drafted diligence questions with source-linked exhibits.
06
Management meeting
Often four-plus hours with the target CFO. A single sentence from management can decide whether an adjustment stands, so notes matter.
With NumeriEvery agent finding carries a suggested question, so the agenda writes itself from the analysis rather than from memory.
07
Follow-ups and report production
Follow-up requests are issued, adjustments are settled internally, and the report is produced from the databooks and management responses.
With NumeriNew data re-runs the same pipeline. The bridge, net debt, and NWC schedules update with lineage intact.
08
Internal review
Partner comments, consistency of figures, accuracy of calculations, and agreement of the report back to the databooks.
With NumeriBecause every number ties to a source row, tie-out is a check rather than a hunt.
09
Draft report delivery and read-out
The draft report goes to the client, usually with a read-out of the executive summary and key findings.
10
Finalisation
Updated for client comments, signed, and delivered.
11
Additional support
SPA definition reviews, NWC peg negotiations with the sell-side, Q&A with debt providers and W&I insurers, and bring-down updates as the deal timeline stretches.
With NumeriBring-downs re-run in hours: drop in the latest month's exports and the schedules refresh.
Beyond the equity bridge
Other FDD workstreams.
The supporting analyses in a full FDD report. All part of the Numeri first pass, with the same source lineage.
Historical trading
An analysis and explanation of the drivers behind P&L movements across the review period, typically the last three financial years as defined in the scope of work.
What it covers
- ·Revenue, gross margin, and overhead development, month by month and year on year
- ·Price versus volume effects behind revenue movements
- ·Cost base composition: fixed versus variable, and step changes in overheads
- ·One-off items separated from the underlying trading trend
The process
- 01Normalize the monthly management accounts and map the trial balance to a standard P&L structure.
- 02Build the monthly P&L databook across the review period: revenue, gross margin, overheads.
- 03Decompose movements into price, volume, and mix effects, and separate one-off items from trend.
- 04Draft driver commentary for each material movement, linked to the source rows behind it.
- 05Reviewer accepts or edits the commentary; approved items feed the historical trading section of the report.
OutputA monthly P&L databook with driver commentary, every figure tied back to the management accounts.
Customer analysis
An assessment of the target's client base and how durable its revenue really is.
What it covers
- ·Revenue concentration: exposure to the top 1, 5, and 10 clients across the review period
- ·Revenue development of significant client relationships: wins, losses, churn, and net expansion
- ·Key contract review: future price increases, termination clauses, payment terms, and discounts
- ·Cohort and retention views where monthly revenue by client is available
The process
- 01Ingest monthly revenue by client and merge name variants into a single client master.
- 02Compute concentration (top 1, 5, 10), retention, churn, and net expansion by cohort.
- 03Parse key client contracts for payment terms, price escalators, discounts, and termination clauses.
- 04Flag concentration and churn risks with severity and a suggested diligence question each.
- 05Reviewer signs off; concentration and cohort schedules land in the workpaper pack.
OutputConcentration and cohort schedules built from monthly revenue by client, with contract terms logged against each key account.
Product and service line analysis
Insight into the performance of each of the target's product and service lines.
What it covers
- ·Volume, price, and mix effects by line
- ·Gross margin and profitability by product or service line
- ·Growth trajectory and dependency on any single line
- ·Cross-sell and up-sell patterns across the client base
The process
- 01Map revenue and gross margin to product and service lines from the seller's schedules.
- 02Build line-level monthly revenue and margin trends across the review period.
- 03Quantify volume, price, and mix effects, and measure dependency on each line.
- 04Cross-reference the client base to surface cross-sell and up-sell patterns.
- 05Reviewer validates the line mapping; line-level schedules feed the report.
OutputLine-level revenue and margin schedules from monthly revenue and gross margin by product or service line.
Cash flow and capex
A review of what drives the target's cash flow and what it truly costs to run the asset.
What it covers
- ·Drivers of operating cash flow over the review period
- ·Cash conversion: how reported EBITDA translates into cash
- ·Historical capex split into maintenance (recurring), growth, and expansionary (discretionary)
- ·Implications for sustainable free cash flow after the acquisition
The process
- 01Reconcile reported cash flow against bank statement activity (proof of cash).
- 02Build the EBITDA-to-cash conversion bridge for each period in the review window.
- 03Classify historical capex into maintenance, growth, and expansionary from the fixed asset register and invoice detail.
- 04Assess sustainable free cash flow and flag under-spend that may signal deferred, catch-up capex.
- 05Reviewer confirms the classifications; the bridge and capex schedule export to Excel.
OutputA cash flow bridge and a capex classification schedule, reconciled against bank activity by the Cash Agent.
Outturn and forecast review
Analysis and commentary on management's latest forecast for the current financial year and the next.
What it covers
- ·Outturn: the latest reforecast for the current year against actuals to date
- ·Track record: historical budget versus actual accuracy over the review period
- ·Run-rate and pipeline support behind the key forecast assumptions
- ·Sensitivities where assumptions look aggressive
The process
- 01Ingest the latest reforecast and the historical budgets received through the dataroom.
- 02Score historical budget-versus-actual accuracy line by line across the review period.
- 03Test the key forecast assumptions against run-rate, pipeline, and observed seasonality.
- 04Flag aggressive assumptions with sensitivities and suggested questions for management.
- 05Reviewer selects what enters the report's outturn and forecast commentary.
OutputA budget-versus-actual accuracy analysis from historical budgets and reforecasts, with weak assumptions flagged for the management meeting.
Bespoke analysis
Anything else the client's scope of work requires, dictated by their focus areas and concerns about the target.
What it covers
- ·FTE analysis: average revenue and average salary per FTE by department or service line
- ·Billing versus revenue recognition timing
- ·Market- or deal-specific questions raised by the investment committee
The process
- 01Scope items from the engagement letter are configured as agent tasks at kickoff.
- 02The matching data requests are added to the information request list automatically.
- 03Analyses run on the same normalized data, inheriting the same source lineage.
- 04Reviewer approves the outputs; they ship in the same workpaper pack as everything else.
OutputScope items are configured per engagement and delivered in the same source-linked workpaper pack.
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