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Commercial due diligence

Whether the business will still be performing in three years.

Kaelo Global is a Dubai company licensed in Meydan Free Zone, with over 100 clients served so far.

At a glance

ActivityManagement Consultancy
EngagementScoped mandate
MarketsUAE, India, UK, US and Europe
Reply timeWithin two working days

What it is

Financial diligence asks whether the numbers are true. Commercial diligence asks whether they will stay true.

A principal, Kaelo Global management consultancy

Commercial due diligence asks a different question from financial due diligence. Financial diligence establishes whether the numbers are true. Commercial diligence asks whether they will stay true: whether customers are loyal or simply present, whether something protects the market position, and whether the growth in the plan has a real mechanism behind it.

Commercial due diligence looks at customers, the market and the operation. We examine customer concentration and the strength of key relationships, what protects the company's position, the mechanism behind its growth plan and whether the operation can deliver that plan. We set out our findings in writing, including what we could not establish and what would change our view.

We are most useful on businesses we understand from an operating point of view, such as logistics, trading, consumer goods and manufacturing companies in the Gulf and South Asia. Our view sits alongside the financial, tax and legal diligence carried out by your other advisers.

Tell us what you are working on.

It helps us understand your business before we reply.
We use it only to reply to this enquiry, usually on WhatsApp.
We send a copy of your enquiry here, along with our reply.
This helps us plan who picks up your enquiry and when.
We read every enquiry and reply within two working days.

What's included

Six areas of scope
01

Customer concentration and quality

Beyond the share held by the largest customers, we look at tenure, contract basis, switching costs and who owns each relationship. A concentrated customer base held on personal relationships that could leave with a founder is a very different asset from the same base on multi-year contracts.

02

Whether the position is protected

Market share is a result. The question is what protects it, such as switching costs, regulatory position, distribution or a genuine cost advantage. If nothing protects it, the margin may not last.

03

The growth mechanism

Growth assumptions need a mechanism behind them. Hiring more salespeople is a mechanism. A market growing at a published rate is an assumption that the business will keep its share as the market grows, which is exactly what needs testing.

04

Operational deliverability

Whether the operation can actually deliver the plan. This is where an operator's view differs most from a purely analytical one, and where plans most often fail after a deal.

05

Customer and market interviews

Discreet conversations with customers, former customers and people in the industry, to test what the company says about its reputation and position.

06

Logistics and supply chain review

For trading, distribution and manufacturing businesses, a close look at suppliers, logistics costs and supply risks that could affect the plan.

How the work runs

STEP 01

Scope

The questions that could change your decision.

STEP 02

Evidence

Customer, market and operational evidence, weighted by how much it matters to the decision.

STEP 03

A written view

Including what we could not establish and what would change our answer.

STEP 04

Discussion with your team

A session with your deal team to talk through the findings and answer questions before you decide.

When to come to us

  1. 01You are acquiring a business and financial due diligence is already under way.
  2. 02A growth plan needs testing before it receives funding.
  3. 03You want an operator's view alongside an analyst's.
  4. 04You are considering a partnership with, or an investment in, a business outside your home market.

What we do not do

  • Financial or tax due diligence, valuation or any opinion on price. These sit outside our licence.
  • Legal due diligence.
  • Recommending whether to go ahead with the deal. We provide the commercial view, and the decision stays with you.

Common questions

How is this different from financial due diligence?
Financial due diligence establishes whether the reported numbers are accurate. Commercial due diligence asks whether they will last. Both are needed, and they answer different questions.
Do you provide a valuation?
No. Valuation and any opinion on price sit outside our licence. We give a commercial view on how durable the business is and whether its plan can be delivered.
Will you tell us whether to buy?
No. We will tell you what we found, what we could not establish and what would change our answer. The decision is yours, and it should be.
How long does commercial due diligence take?
It depends on the scope and how quickly information is shared, and most reviews take a few weeks. We agree the timetable with you at the start so it fits the deal process.
How do you keep the work confidential?
Interviews are carried out discreetly without revealing the purpose of the review, and everyone on our team works under a confidentiality agreement.
Enquire

Tell us what you need help with.

Share a few details below and we will reply within two working days. If it is not something we can help with, we will say so and, where we can, suggest someone who can.

Or send your enquiry here

It helps us understand your business before we reply.
We use it only to reply to this enquiry, usually on WhatsApp.
We send a copy of your enquiry here, along with our reply.
This helps us plan who picks up your enquiry and when.
We read every enquiry and reply within two working days.

Kaelo Global is a Dubai company licensed in Meydan Free Zone, with over 100 clients served so far.