Buy-side underwriting service

Your data room, underwritten.

Send us the data room. ReFractional builds the buyer EBITDA bridge, runs price and return cases, ranks the open diligence items and drafts the IC materials. Every figure is tied to its source file or calculation, and the investment decision stays with your team.

Fixed fee per deal Cited to the source file Reviewed before delivery
Sample deliverable
Illustrative data
Draft recommendation · for your deal team's decision
Best move now Proceed at ≤9.3× / CAD 182m EV
Conditional

Proceed only with customer-renewal evidence, bounded working-capital exposure and financing terms that preserve the downside return floor.

Buyer EBITDACAD 19.6m1 adjustment unresolved
Entry multiple10.2×At proposed price
Base return2.3× / 18.1%MOIC / gross IRR
Support for the case
  • Recurring revenue supports visibility
  • Margin recovery has identifiable levers
  • Debt paydown drives most base-case value
Open issues
  • Customer renewal changes EBITDA case
  • Working-capital perimeter is unresolved
  • Downside breaches the return floor
Figures cite their source file or calculation. Gaps listed, not filled

What you get

A buyer case your team can review, challenge and take to IC.

We do the underwriting work; your team keeps the judgment. The memo, model and IC materials are built from one set of inputs, so the numbers agree everywhere.

01

Draft recommendation

A proposed price, the conditions to proceed and the facts that would change the view. Your deal lead makes the call.

Draft recommendation Cap entry at 9.3× 3 conditions · 4 change triggers
02

Buyer case

Reported, seller-adjusted and buyer-underwritten EBITDA, tied directly to price, leverage and returns.

Reported18.4
Seller24.1
Buyer19.6
03

Key assumptions

The assumptions that move value, structure and returns most, and the evidence still needed to settle them.

01 EBITDA adjustment acceptance 02 Customer renewal timing 03 Exit multiple compression

How an engagement works

From first call to IC pack in days, not weeks.

No software to install and nothing new to learn. You share the files the way you would with any adviser, and we send back the work.

  1. 01

    Scope

    A short call on the deal, the question you need answered and your deadline. We confirm scope, turnaround and a fixed fee before any work starts.

  2. 02

    Share

    We sign your NDA first. Then you share the data room, or give us access to it, as you would with any adviser.

  3. 03

    Underwrite

    We work through the files, build the buyer case and models, and list what is missing, out of date or contradictory.

  4. 04

    Deliver

    The pack passes an independent review and a final human check, then we walk your team through it. When new files arrive, we update the case and show what changed.

Inside the work

Follow a sample deal from data room to recommendation.

Choose a stage to see how we handle the files, assumptions, return cases and open diligence items.

01 / 05

Review and organize the deal-room files.

Files are classified, versioned and linked to the figures and claims that use them. Gaps and conflicts are listed for review.

  • PDFs, spreadsheets, emails and models in one deal record
  • Prior versions kept with their review history
  • Missing and out-of-date documents flagged

Illustrative data. Recommendations are drafts for your deal team; the investment decision stays with you.

Deliverables

An IC pack your team can open, edit and check.

Word, Excel and PowerPoint files built from one set of inputs, on your firm's templates if you share them. A change to any input flows through to every file that uses it.

01

IC memo and executive summary

The full analysis, plus a two-page summary: the case for and against, key figures and what blocks pricing.

02

LBO and operating model

Live Excel formulas on one input sheet, each input tied to its source, with downside, base and upside cases.

03

IC deck

The recommendation and supporting figures in slides, ready for your committee.

04

Diligence requests and risk register

What to ask the seller, lenders and advisers, ranked by what blocks pricing, plus the full risk register.

Standards

Work you can check, not just trust.

Sources

Trace each figure.

Figures cite the data-room file and page, or the calculation, they came from. Anything we could not trace is listed, not hidden.

Open items

Leave gaps open.

Missing support is marked unresolved. It is never treated as zero or filled with an estimate.

Review

Checked before delivery.

Every pack goes through an independent review pass and a final human check before it reaches you.

Decision

Your call.

We deliver analysis and a draft recommendation. Investment decisions stay with your team.

Who it is for

For deal teams that need more underwriting capacity.

Start with one deal. Use a live one, or a closed one where you can compare our work with your own.

01Search funds

Turn a CIM or data room into a pursue-or-pass case.

02Independent sponsors

Underwriting materials to take to capital partners.

03Emerging PE managers

IC-quality work without adding headcount.

04Lower-middle-market funds

Extra capacity when several deals land at once.

The platform

Prefer to run deals yourself?

The software behind our work is in private early access for a small number of deal teams. Tell us about your team and how many deals you review, and we will be in touch when a place opens.

Request platform access

Start with one deal

Send us a deal.

Tell us what you are evaluating and when you need it. We will reply with scope, turnaround and a fixed fee. Please hold confidential files until we have signed an NDA.

Send a deal hello@refractional.co