Due diligence that speaks startup

Due Diligence Consulting for Startups, M&A & Investments

We help investors validate deals and founders survive the scrutiny — with financial, commercial, and operational due diligence backed by 884 projects across 64 countries. Whether you're conducting buy-side DD on an acquisition target or preparing your startup for investor due diligence, we've been on both sides of the table since 2014.

Due diligence consulting is the process of systematically investigating a company's financials, operations, and legal standing before an investment or acquisition. Waveup provides financial, commercial, and operational due diligence for startups and growth companies, with 884 advisory projects completed across 64 countries since 2014.

  • Financial, commercial, and operational DD — full-scope or focused
  • $3B+ raised by our clients using Waveup's work as foundation
  • Buy-side and sell-side due diligence from one team

Due diligence backed by real numbers

After running DD across hundreds of projects — from pre-seed startups to $100M+ fund raises — we've learned that due diligence isn't a checkbox. It's where deals are made or broken.

TRACK RECORD
884
advisory projects across 64 countries
CLIENT OUTCOMES
$3B+
raised by our clients
EXPERIENCE
11
years in startup advisory
INDUSTRY DEPTH
414
industries covered

When do you need due diligence consulting?

    VC fundraising DD
    Founders

    Investors will diligence your startup before writing a check. We help founders prepare data rooms, clean up financials, and preempt the questions that stall deals. Our sell-side DD prep clients close rounds 40% faster.

    M&A buy-side due diligence

    Acquiring a company? We uncover financial, operational, and commercial risks before you commit. In our experience running buy-side DD, about 30% of deals require significant price renegotiation based on our findings.

    M&A sell-side DD (vendor due diligence)

    Preparing to sell? A vendor DD report builds buyer confidence and accelerates the process. We identify and address issues before the buyer's team finds them — turning potential deal-killers into disclosed, manageable items.

    Strategic partnership DD

    Before a joint venture or licensing deal, verify the partner's financials, IP ownership, and operational capability. We've run partnership DD across 64 countries — multi-jurisdiction structures are our bread and butter.

    Investment fund DD

    LP and GP due diligence for PE and VC funds, including portfolio company assessment and fund structure review. Our $100M real estate fund raise included full institutional-grade DD that satisfied investment committee requirements.

    IPO readiness DD

    Pre-IPO due diligence covering financial reporting quality, SEC compliance, corporate governance readiness, and audit trail completeness. We help you pass the scrutiny before it starts.

Types of due diligence we provide

  • Financial DD
  • Commercial DD
  • Operational DD
  • Legal & compliance DD
Financial due diligenceFinancial due diligenceFinancial due diligence

The foundation of every deal. We analyze quality of earnings (QoE), normalized EBITDA, working capital needs, net debt and debt-like items, revenue recognition practices, and cash flow sustainability. For startups, financial DD extends to ARR validation, churn cohort analysis, unit economics review, and burn rate assessment. The deliverable is a QoE report that investors and lenders rely on — built to AICPA audit standards while adapted for startup realities that traditional firms miss.

Commercial due diligenceCommercial due diligenceCommercial due diligence

Commercial DD answers the question every investor asks: can this company actually grow as projected? We assess market size (TAM/SAM/SOM), competitive positioning and moat analysis, customer concentration risk, sales pipeline validation, and go-to-market effectiveness. Having worked across 414 industries, we bring proprietary benchmarks that generic consulting firms can't match. For example, a B2B SaaS startup claiming 30% market share in a $500M TAM — we'll validate that with primary research, not just take the founder's word.

Operational due diligenceOperational due diligenceOperational due diligence

We assess whether the company can actually deliver on its promises. This covers technology stack and IP audit, IT infrastructure and cybersecurity risk evaluation, team capability assessment, process efficiency and scalability, regulatory compliance review, and supply chain or vendor dependencies. For SaaS companies, we dig into infrastructure costs, technical debt, engineering velocity, and data security posture. For hardware and deep tech, we assess manufacturing readiness and IP protection. Our work across 800+ startups means we know what 'good' looks like at every stage.

Legal and compliance due diligenceLegal and compliance due diligenceLegal and compliance due diligence

We review cap table and equity structure, contracts and material agreements, regulatory licensing and compliance status, litigation and dispute history, and ESG and sustainability posture. For startups, cap table review is critical — liquidation preferences, anti-dilution provisions, and SAFE conversion mechanics can dramatically affect what common shareholders actually own. We coordinate with legal counsel to ensure nothing falls through the cracks.

Why founders and investors choose Waveup

We speak startup

  • SaaS metrics, burn rate, TAM/SAM/SOM, cohort analysis — we think in startup language, not just EBITDA multiples
  • 800+ startups served — we know exactly what investors look for in due diligence
  • From pre-seed to Series C, IPO readiness, and M&A exits — we've seen every stage

Both sides of the table

  • We help founders prepare for investor DD AND help investors conduct buy-side DD — this dual perspective is our superpower
  • Founders: we know what investors will flag because we run DD for investors too
  • Investors: we know where founders hide bad news because we help founders prep
  • Our DD prep clients close deals 40% faster — because nothing catches them off guard

Full-stack advisory integration

  • DD findings feed directly into financial model updates, pitch deck revisions, CIM adjustments, and investor outreach strategy
  • One team, one story — no handoff friction between DD and the rest of the deal process
  • $3B+ raised by our clients using Waveup's work as foundation — DD is where it starts

Big 4 rigor, startup speed

  • Not a Big 4 firm charging $200K+ for a 3-month report — we deliver in 2-6 weeks at a fraction of the cost
  • 884 projects across 414 industries — we've seen every business model, every red flag, every deal structure
  • Because we've been on both sides of the table, nothing catches our clients off guard

Our due diligence process

Refined across hundreds of projects. Most engagements take 3-4 weeks — not the 2-4 months you'd wait at a Big 4 firm.

    1. Scoping & engagement

    We define the DD scope based on deal type (M&A, fundraising, partnership), company stage, and specific risk areas the investor or founder wants covered. Timeline: 1-2 days.

    2. Data room review

    Systematic review of all documents — financials, contracts, IP records, corporate governance docs, regulatory filings. We flag gaps immediately so nothing stalls the process. Our DD checklist covers 50+ document categories.

    3. Primary research & management deep-dive

    We conduct primary qualitative and quantitative research — interviews with the management team, key customers, suppliers, and competitors. We validate claims made in pitch decks and investor materials against what the market actually says. Numbers tell one story — people tell another.

    4. Financial analysis

    Quality of earnings, working capital analysis, net debt and debt-like items, revenue sustainability assessment. For startups: ARR validation, churn cohort analysis, LTV/CAC benchmarking, and unit economics review.

    5. Market & commercial analysis

    TAM validation, competitive landscape mapping, customer concentration risk assessment, sales pipeline quality review, and go-to-market effectiveness evaluation. We conduct primary research — customer interviews, supplier checks, and competitor analysis — to verify claims independently, not just take the company's word.

    6. DD report & recommendations

    Comprehensive report with findings, red flags, risk-adjusted valuation impact, and a clear go/no-go recommendation. For sell-side DD, an actionable remediation plan for each issue identified.

Due diligence that drove results

NOK 307M renewable energy acquisition — buy-side DD

Buy-side due diligence for a Norwegian renewable energy company acquiring a European manufacturing subsidiary. Cross-border financial analysis, share purchase agreement support, and operational assessment across multiple jurisdictions.

  • Full buy-side financial and operational DD
  • Cross-border deal structuring (Norway → Netherlands)
  • Became a repeat client — 5 engagements over 3 years
NOK 307M acquisition value
5 engagements over 3 years
See our work

AI infrastructure company — technical due diligence

Buy-side technical DD for an investor evaluating an AI cloud infrastructure company. We assessed deep learning capabilities, computer vision and NLP pipelines, data center operations, and validated patented technology claims against real infrastructure.

  • Technical DD report for investor decision-making
  • Validated AI/ML claims with infrastructure analysis
  • Investor proceeded with acquisition based on findings
AI deep tech sector
3 wks DD turnaround
See our work

German healthcare SaaS — commercial due diligence

Commercial and financial DD for a German healthcare SaaS company operating in both B2B and B2C segments. We analyzed the $22.6B digital health market growing at 17.6% CAGR, validated unit economics, and assessed competitive positioning.

  • Commercial DD in a high-growth healthcare market
  • B2B + B2C revenue stream validation
  • Market sizing and competitive landscape analysis
$22.6B target market size
17.6% market CAGR
See our work

5 due diligence mistakes that kill deals

    Treating DD as a checkbox exercise

    Skimming financial statements instead of digging into quality of earnings, normalized EBITDA, and revenue sustainability. Surface-level DD misses the risks that blow up after closing — we've seen it happen on deals worth $50M+.

    Not preparing a data room early

    Last-minute data room scrambles delay deals by weeks. One of our SaaS clients had their Series B stall for 6 weeks because their data room was missing 3 documents. We fix that before it happens — our checklist covers 50+ document categories.

    Ignoring customer concentration risk

    If 1 client represents 40%+ of revenue, that's a red flag every investor will catch. In our DD work, customer concentration is the #1 issue we flag in commercial due diligence — and the one founders most often dismiss until it nearly kills their deal.

    Underestimating working capital needs

    Cash flow is not EBITDA. We've seen deals where the target looked profitable on paper but needed $5M+ in working capital adjustments that the buyer hadn't priced in. Net debt analysis catches this — if you're doing it right.

    Skipping the management deep-dive

    Numbers don't tell the whole story. In about 30% of the deals we diligence, the management interviews reveal critical information that wasn't in the data room — from key-person dependencies to undisclosed related-party transactions.

Due diligence consulting: Big 4 vs boutique vs in-house

Big 4 firm
  • Best for: $100M+ M&A deals, public company transactions
  • Timeline: 2-4 months
  • Cost: $200K-$1M+
  • Overkill for startups — slow, expensive, and they don't speak SaaS metrics
  • Optimized for compliance, not deal speed
In-house / DIY
  • Best for: very early stage, pre-seed level diligence
  • Timeline: varies widely
  • Cost: internal resources only
  • Bias risk — you'll miss what you don't want to see
  • Not credible to institutional investors or acquirers
Waveup
  • Best for: startups, growth companies, mid-market M&A ($1M-$100M deals)
  • Timeline: 2-6 weeks (avg 3-4 weeks for full-scope DD)
  • Cost: starting at $10K depending on scope and complexity
  • Startup-native: we understand ARR, cohort analysis, cap table complexity
  • Full-stack: DD integrates with financial modeling, pitch deck, CIM, and fundraising

Due diligence types compared

DD Type
Primary focus
Key deliverable
Best for
Timeline
Waveup strength
Commercial DD
Market & growth viability
Market assessment & competitive analysis
Growth-stage companies, PE acquisitions
2-3 weeks
🟢 Core expertise
Operational DD
Operations & scalability
Ops audit & integration roadmap
Tech/SaaS companies, post-merger integration
1-3 weeks
🟢 Core expertise
Legal DD
Compliance & contracts
Legal review & risk register
Regulated industries, cross-border deals
2-4 weeks
🟡 Via legal partners

Trusted by
world's best

Due diligence consulting FAQ

What is due diligence consulting?

Due diligence consulting is the process of hiring external experts to systematically investigate a company before an investment, acquisition, or partnership. Consultants review financials, operations, legal standing, market position, and team capability to identify risks and validate the opportunity. For a general overview, see Investopedia's due diligence definition. At Waveup, we provide financial, commercial, and operational DD — with a focus on startups and growth companies that traditional firms often struggle to evaluate properly.

How much does due diligence consulting cost?

Cost depends on deal size, scope, and complexity. Our DD engagements start at $10K. Big 4 firms charge $200K-$1M+ for large transactions. At Waveup, you get startup-native expertise at a fraction of Big 4 pricing — contact us for a custom quote based on your specific deal and scope.

How long does due diligence take?

A focused financial DD for a startup takes 2-3 weeks. Comprehensive DD covering financial, commercial, and operational areas takes 4-6 weeks. Big 4 engagements can stretch to 2-4 months. Our average is 3-4 weeks for a full-scope DD report — we move faster because this is our core expertise, not a side practice we staff up for quarterly.

What is financial due diligence?

Financial due diligence is the analysis of a company's financial health — quality of earnings (QoE), revenue sustainability, working capital needs, normalized EBITDA, net debt and debt-like items, and cash flow patterns. For public companies, financial DD also covers compliance with SEC financial reporting requirements. For startups, financial DD includes ARR validation, churn cohort analysis, unit economics review, and burn rate assessment. The deliverable is typically a QoE report that investors, lenders, and investment committees rely on for their decision.

What is commercial due diligence?

Commercial due diligence assesses the market opportunity, competitive landscape, and commercial viability of a business. It covers market size (TAM/SAM/SOM), customer concentration risk, sales pipeline quality, and go-to-market effectiveness. This tells investors whether the company can actually grow as projected — not just whether the numbers look good today. Having worked across 414 industries, we bring proprietary benchmarks that generalist firms can't access.

What's the difference between buy-side and sell-side due diligence?

Buy-side DD is conducted by (or for) the acquirer or investor to validate the target company — you're looking for risks, deal-breakers, and valuation adjustments. Sell-side DD (also called vendor due diligence) is commissioned by the company being sold or funded to proactively identify and address issues before the buyer's team finds them. We work both sides — and that dual perspective means we know exactly where to look regardless of which side you're on.

What documents do I need for due diligence?

At minimum: 3 years of financial statements, tax returns, cap table, major contracts, IP documentation, employee agreements, corporate governance docs, and any regulatory filings. For startups: add your financial model, KPI dashboard, customer cohort data, and burn rate analysis. Our due diligence checklist covers 50+ document categories — and we send it on day one so your data room is organized before we start. Missing a few items? That's normal at early stage. We'll work with what you have and flag what needs to be created.

Can due diligence kill a deal?

Yes — and it should when the risks warrant it. Common deal-killers include undisclosed liabilities, customer concentration above 40%, material misstatements in financials, IP ownership disputes, and regulatory non-compliance. In our experience, about 30% of deals we diligence require significant price renegotiation based on findings. That's not DD failing — that's DD working. Better to find the red flags before closing than after.

How do I prepare my startup for investor due diligence?

Start 3-6 months before fundraising. Organize your data room, clean up your financials, resolve any legal loose ends, prepare your KPI dashboard, and document your cap table clearly. One of our SaaS clients had their Series B stall for 6 weeks because their data room was missing 3 documents — we fix that before it happens. Our sell-side DD prep service gets founders ready so nothing stalls the deal after the term sheet. Read our due diligence checklist for fundraising for the full breakdown.

What is a quality of earnings (QoE) report?

A quality of earnings report normalizes a company's reported earnings to show sustainable, recurring profitability. It strips out one-time items, owner perks, non-cash adjustments, and aggressive accounting choices to reveal the true earning power of the business. For startups, QoE analysis extends to ARR quality, gross margin sustainability, and revenue recognition practices. It's the single most important deliverable in financial due diligence — and the document investment committees scrutinize most closely.

Ready to de-risk your next deal?

Whether you're an investor evaluating a target or a founder preparing for scrutiny, our DD team has seen it all across 884 projects and 64 countries. Let's talk about your deal.

Schedule a free DD consultation