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Exit Desk by Mike Ye · Sample Report · Fictional Company
Exit Desk — Sample Report

Meridian Advisory Group

Industry: Professional Services (HR & Organizational Consulting) · Location: Southeast US
Revenue: $3M–$7M · EBITDA: $500K–$1M · Years operating: 7–15 · Employees: 7 FTE + 2 contractors

This is a sample Exit Desk report generated from a fictional but realistic business profile. It represents the actual deliverable a paying customer receives after completing the 26-question intake at /exit/desk. Your report is generated from your specific inputs and reflects your business, your industry, and your situation.
00

Meridian Advisory Group is a boutique HR and organizational consulting firm generating estimated revenue in the $3M–$7M range with EBITDA or SDE in the $500K–$1M corridor, serving mid-market companies across the Southeast. The founder brings credentialed Fortune 500 HR leadership pedigree, which anchors the brand but also defines the key man question.

Revenue is mixed between project-based and recurring engagements with improving margins, and two senior consultants with 6+ year tenure carry the majority of client relationships day-to-day — which is the single most interesting structural feature of this business from an acquisition standpoint. The firm has received 1–2 prior unsolicited offers, which signals market-validated interest, but the revenue model's project-heavy composition and the founder's continued operational involvement will require significant diligence before any buyer underwrites this at a premium.

01

Archetype: Transition Bridge. The stated motivation is strategic, but the founder remains operationally involved, the business continues with quality degradation if the founder steps away, and there is no stated post-transaction intent. This combination reads as a founder who wants a structured transition, likely over 12–24 months, with an earnout or consulting agreement bridging the gap.

Buyers will structure accordingly: expect an asset sale or membership interest purchase with a management transition period, an earnout tied to revenue retention or client renewal rates, and a holdback or escrow provision tied to founder's continued involvement during the transition window.

The absence of a stated post-transaction intent introduces ambiguity — buyers will want to know in the first meeting whether the founder intends to exit completely or retain a minority stake, and the answer materially affects deal structure and valuation. Indecision on this point will be read as leverage erosion, not flexibility.

02
Position

Meridian Advisory Group has a transferable client base anchored by two tenured senior consultants, documented systems, improving margins, and prior buyer interest — but the mixed revenue model, founder's operational involvement, and unresolved equity and transition structure questions require deliberate positioning work before entering a formal process.

03

Meridian Advisory Group operates in the fragmented HR and organizational consulting market, serving mid-market companies in the Southeast across a broad service line — executive search, compensation benchmarking, org design, and change management. This is a sector with low structural barriers to entry but meaningful switching costs once a firm is embedded in a client's talent and organizational infrastructure.

The founder's 18 years of Fortune 500 HR leadership is a genuine credential differentiator at the boutique level, but it also means the brand's premium positioning traces back to a single biography. The Southeast mid-market focus is both an asset — regional density, relationship stickiness — and a constraint: it limits the buyer universe to firms with Southeast interest or national platforms seeking regional bolt-ons.

Revenue is mixed with 50–74% recurring or under contract. For a professional services firm, this is a reasonable but not exceptional recurring base. Customer concentration sits at 10–20% in the top client — moderate, not a deal-killer, but a buyer will want to see the full client revenue waterfall and will stress-test what happens if the top 2–3 clients churn simultaneously.

Customer tenure averaging 5+ years is strong and signals embedded relationships, but the buyer will immediately ask: embedded with whom? The two senior consultants managing most relationships day-to-day is the critical mitigant — but "most" is not "all," and the delta between "most" and "all" is where deal risk concentrates.

04
  • Client relationship ownership — a buyer will map every material client to the individual who owns the relationship. The founder-dependent relationships will be quantified by revenue contribution, and the earnout or holdback will be calibrated to the retention of those specific accounts.
  • Senior consultant retention and incentive structure — the two senior consultants are the transferable core of this business. A buyer will want employment agreements, non-competes, non-solicits, and a clear understanding of their compensation and any equity promises — formal or informal. If equity has been discussed but not formalized, the buyer will treat it as a contingent liability.
  • Revenue decomposition and recurring vs. project mix — the 50–74% recurring figure will be stress-tested. Only revenue with signed contracts, defined scopes, and renewal mechanisms will be underwritten as recurring.
  • Quality of earnings and founder compensation normalization — in a consulting firm, the founder's billable hours are a cost that must be replaced post-acquisition. This adjustment alone can compress EBITDA meaningfully.
  • Office lease expiration — the lease expires in 14 months. A buyer will want to know whether the business can operate remotely and whether renewal terms are known.
  • Service line profitability — not all service lines are equally valuable. A buyer will want service-line-level P&Ls to understand what they are actually acquiring.
  • Pipeline and backlog visibility — for the project-based component, the buyer will want current pipeline, proposal win rates, and average engagement size.
05
Key man dependency Founder is operationally involved and 3–10 client relationships are founder-dependent. Two senior consultants mitigate but do not eliminate this risk. Moderate
Customer concentration Top client at 10–20% of revenue is manageable. Buyer will want the full top-10 client waterfall to assess collective concentration. Moderate
Revenue quality 50–74% recurring is respectable for a consulting firm but leaves 26–50% as project-based revenue that must be re-won annually. Moderate
Documentation depth Well-documented systems are a genuine differentiator at this firm size. Reduces diligence friction and signals operational maturity. Low
Management layer depth Capable team but no clear second-in-command or designated successor. Seven FTEs is a small team to absorb founder departure. Moderate
Brand transferability Not provided. Given the founder's Fortune 500 credential and 18-year pedigree, some portion of brand equity likely traces to the founder personally. Moderate
Margin trajectory Margins are improving and no external debt exists. The strongest financial signal in the profile. Low
AI disruption exposure Low to moderate. Core advisory services are defensible. Compensation benchmarking and basic org charting face increasing commoditization from AI-powered platforms. Moderate
Financing / bankability Financeable via SBA 7(a) at lower EBITDA ranges, but lenders will scrutinize the recurring revenue base, client concentration, and key person risk. No hard assets to collateralize. Moderate
06

Meridian claims three moats: customer relationships, skilled team, and brand reputation. Of these, customer relationships are the most substantiated — 5+ year client tenure and two senior consultants with 6+ year firm tenure embedded in client accounts represent genuine switching costs. The skilled team moat is real but fragile: the loss of either senior consultant degrades the moat materially. Brand reputation is the least substantiated — it is almost certainly tied in significant part to the founder's personal credential, which means it is a depreciating asset post-acquisition unless deliberately repositioned around the firm rather than the founder.

On AI exposure: the seller assessed AI impact as stable, and at the engagement level — change management, executive search for mid-to-senior roles, org design for complex mid-market companies — this is largely correct in the near term. However, AI is already compressing the value of several service lines within Meridian's portfolio. Compensation benchmarking is increasingly commoditized by platforms like Pave, Carta Total Comp, and Payscale's AI-enhanced tools. If a meaningful portion of Meridian's revenue comes from these commoditizing service lines, the margin improvement narrative may have a ceiling that is not visible in trailing financials.

A buyer in 2026 will ask specifically: what percentage of revenue comes from service lines where AI tools are a direct substitute, and what is the firm's strategy for shifting the mix toward higher-value advisory? The seller needs a precise answer, not a general reassurance.

07

Leverage is most likely lost in three places. First, if the two senior consultants' retention and equity terms are not locked in before a buyer engages — a buyer who senses management flight risk will extract concessions on price and structure. Second, if the founder cannot clearly articulate the post-transaction role and timeline — ambiguity about whether this is a full exit or a partial transition gives the buyer structural optionality at the seller's expense. Third, if the 1–2 prior offers are disclosed without a clear narrative about why they did not close.

08
Gaps in disclosure — reflected as uncertainties
  • Brand tied to founder: Not provided. Material gap for a boutique consulting firm built on the founder's Fortune 500 credential.
  • Post-transaction intent: Not specified. Whether the founder intends full exit, minority retention, or consulting arrangement changes every dimension of deal structure.
  • Financial cleanliness / audit status: Not explicitly provided. Whether financials are tax-return quality, internally prepared, or externally reviewed affects buyer confidence.
  • Lease terms and assignability: Office lease expires in 14 months, but renewal terms and assignability provisions are unknown.
  • Service-line revenue breakdown: Which service lines generate what percentage of revenue is critical for assessing defensibility and margin sustainability.
  • Nature of prior offers: Whether the 1–2 prior offers came from strategic acquirers, PE platforms, or individual buyers — and the approximate terms or reasons for non-conversion — would materially inform positioning strategy.
  • Actual revenue figure within the $3M–$7M range: Analysis would be materially different at $3.2M vs. $6.5M.
09
01 Formalize retention agreements and equity terms for the two senior consultants — immediately

These two individuals are the most transferable asset in Meridian Advisory Group. A buyer will not close without confidence that they are staying. Draft employment agreements with non-compete, non-solicit, and non-circumvent provisions. If equity is being offered, formalize it now — not as a vague discussion, but as a documented arrangement with vesting terms. A buyer who encounters "we've been talking about equity" during diligence will treat it as an unresolved liability and extract the cost from the purchase price.

Timeline: Complete within 60 days · Before any buyer engagement
02 Build a client relationship map assigning every material client to a specific relationship owner

For every client generating more than 5% of revenue, document who owns the relationship, who delivers the work, the contract status, the renewal date, and the last three years of revenue. Separate the founder-dependent relationships from the consultant-owned relationships. This document will be requested in the first week of diligence — having it prepared in advance signals operational maturity and eliminates the most common source of early-stage deal friction.

Timeline: Complete within 30 days
03 Define the founder's post-transaction role explicitly — in writing

Write a one-page memo for internal use that states whether the founder intends to exit fully, serve in a consulting capacity for a defined period, or retain an equity stake. Include a proposed transition timeline. Buyers will ask about this in the first substantive conversation, and the founder's answer must be immediate, specific, and consistent. Hesitation on this question is the most common reason boutique consulting deals stall in the LOI phase.

Timeline: Complete before any buyer engagement
04 Prepare a service-line profitability analysis

Break revenue and direct costs into discrete service lines: executive search, compensation benchmarking, org design, change management, and any other material categories. A buyer needs to understand which service lines are growing, which are margin-accretive, and which are vulnerable to commoditization or AI substitution. If compensation benchmarking is a meaningful revenue contributor, the buyer will discount its future value — and the seller needs to control that narrative by demonstrating the mix is shifting toward defensible, high-value advisory.

Timeline: Complete within 45 days
05 Resolve the office lease before entering a process

The lease expires in 14 months. Either negotiate a short-term renewal with assignment provisions, or confirm that the business can operate without the physical space. A buyer does not want to inherit a lease negotiation as part of the acquisition — it introduces cost uncertainty and distraction. If the business can go fully remote or hybrid, document that capability and the client impact. If a physical office is essential to the client experience, secure renewal terms that a buyer can inherit cleanly.

Timeline: Initiate within 30 days
10

At $3M–$7M in revenue and $500K–$1M in EBITDA/SDE, Meridian Advisory Group sits in the zone where search funds, independent sponsors, small PE platforms, and adjacent strategic operators are the most active buyer types. Individual buyers backed by SBA financing are possible at the lower end of the EBITDA range but will face lender scrutiny on the consulting model's revenue predictability and founder dependency.

The most likely acquirer profiles are: a PE-backed HR services or staffing platform seeking a Southeast bolt-on with embedded mid-market client relationships; a search fund operator or independent sponsor looking for a professional services platform with improving margins and a manageable transition; or a larger regional consulting firm seeking to add HR advisory to an existing service offering.

The 1–2 prior inbound offers suggest at least one of these buyer types has already identified Meridian as a target, and the seller should reverse-engineer who those buyers were and what buyer archetype they represented to inform the go-to-market strategy. A competitive process with three to four simultaneously engaged buyers — not one at a time — is the structure most likely to produce a premium outcome.

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This report was generated solely from the information provided in a fictional intake submission. No independent verification, financial review, or external research was conducted. This report reflects the M&A judgment framework of Mike Ye, who has led acquisitions of Rolling Stone, Billboard, SXSW Festival, the Golden Globes, BuzzAngle Music, and Sourcing Journal across 25 years of institutional deal-making. For advisory on your specific process, visit mikeye.com. Not legal, tax, investment, or valuation advice.