Commercial due diligence marks the analytical core of every investment decision. With increasing market volatility, digital structural change and growing AI dynamics, a historical assessment of business models is no longer sufficient; investors must reliably assess their future viability in a technology-driven competitive environment. A methodologically sound CDD creates data-based transparency on market potential, operational performance and risk drivers, increasingly supported by AI-based analyses such as predictive market sizing or automated funnel evaluations.

Context and relevance

Across numerous transaction projects, FOSTEC & Company has built up experience with various investor types and financial sponsors – from PE and VC firms through to family offices. This experience spans investment sweet spots of different orders of magnitude: from specialised small-cap funds through to global large-cap investors (Figure 1: FOSTEC & Company’s cross-sector due diligence expertise).

Figure 1: FOSTEC & Company’s cross-sector due diligence expertise

With a structured, two-stage due diligence approach, FOSTEC & Company delivers transparency on risks, market potential and business-plan validity – analytically sound and supported by AI-based methods (Figure 2: Commercial due diligence project approach).

Phase I – Red Flag Report

Phase I – Red Flag Report focuses on a rapid, risk-oriented initial assessment of the target. The aim is to identify critical red flags and to make an initial assessment of central value drivers along the lines of business model, market positioning and operational performance.

  1. Business model assessment
    Assessment of economic viability along central revenue and value drivers (revenue streams, margins, scalability), together with the identification of structural risks and an initial assessment of business-plan validity.
  2. Product and assortment analysis
    Analysis of assortment structure, breadth and depth and their contribution to revenue and margin development, and the positioning of competitive advantages within the competitive landscape, including benchmarking of offering and price positioning.
  3. Sales & funnel performance
    Analysis of the sales funnel (traffic, conversion) to identify central performance drivers and bottlenecks, and assessment of sales efficiency with an initial derivation of customer value (e.g. CLV indications).
  4. Sourcing & supply chain
    Assessment of the procurement strategy with regard to cost structure, dependencies and supply-chain resilience, and analysis of operational performance and risks along the supply chain, including scalability.
  5. Customer and channel performance
    Analysis of the customer structure (segmentation, value contributions, cohorts) to identify central growth drivers, and assessment of performance by sales channel and product category, including the derivation of optimisation potential.
  6. Organisation & personnel
    Assessment of the organisational structure with regard to decision-making capability and scalability, and analysis of key personnel, competencies and potential key-person risks.

Phase II – Confirmatory Due Diligence Reports

Phase II of the commercial due diligence (CDD) deepens the analysis along the identified value drivers and risks, with the aim of quantitatively validating market potential, competitive situation and business-plan assumptions and translating them into a robust investment case.

  1. Quantification of market and sales potential
    Quantification of market size, growth drivers and competitive position (including FOSTEC Market Intelligence, benchmarking and competitive landscape), and assessment of the potential of central sales channels with the derivation of a robust growth bridge.
  2. IT & process evaluation
    Assessment of the maturity of the IT architecture and central processes with regard to scalability and future growth requirements, and identification of structural weaknesses and risks in the system landscape and operational processes.
  3. Business-plan validation
    Validation of the revenue and EBITDA planning on the basis of identified market, performance and cost drivers, and examination of central assumptions (e.g. pricing, conversion, growth) with the derivation of a robust investment case.

Figure 2: Commercial due diligence project approach

Results and impact

The combination of a risk-oriented initial review, an in-depth analysis of central value drivers and the targeted use of AI-supported methods produces a holistic, analytically robust view of the target. Clients receive a clearly structured decision-making framework: complete transparency over all risk factors, a realistic assessment of market and growth potential, a valid assessment of operational performance and an objectively examined business-plan logic. The result is a well-founded basis for decision-making that enables investment decisions to be made on a transparent data basis.

Position within the service portfolio

Commercial due diligence is the core product of the FOSTEC & Company due diligence portfolio. In addition, the market intelligence analysis provides an analytically robust foundation by quantitatively assessing market, competitive and customer dynamics and thereby substantiating central statements in the CDD process. The complete service portfolio comprises 360-degree due diligence services for the analysis of all business aspects:

Let us assess in an introductory conversation which fields of action and risk drivers are relevant to your transaction – data-based, pragmatic and with clear, actionable recommendations.

Contact one of our experts

Markus Fost, MBA, is an expert in e-commerce, online business models and digital transformation, with broad experience in the fields of strategy, organisation, corporate finance and operational restructuring.

Learn more

Markus Fost

Managing Partner
Markus Fost, MBA, is an expert in e-commerce, online business models and digital transformation, with broad experience in the fields of strategy, organisation, corporate finance and operational restructuring.

FOSTEC & Company is known from

View more

FOSTEC & Company GmbH

Marienstraße 17, D-70178 Stuttgart

info@fostec.com

+49 (0) 711 995857-0

+49 (0) 711 995857-99

Contact us now