The 2026 Quality of Earnings Provider Comparison: 18 QoE Firms Ranked by Price, Speed, Sector Focus
Quick Answer
Quality of Earnings (QoE) reports cost $25K-$200K in 2026 depending on deal size, complexity, and provider tier. The 18 most active U.S. QoE providers split into three groups: (1) Big Four / national (EY, Deloitte, PwC, KPMG, RSM US, BDO, Grant Thornton-track firms; $100K-$500K+, 4-8 weeks), (2) National middle-market (CBIZ, Eisner Amper, Aprio, Marcum, Withum, BPM, Citrin Cooperman, Forvis Mazars, Plante Moran, Cherry Bekaert; $50K-$200K, 3-6 weeks), and (3) regional / niche specialists (Frazier & Deeter, Berkowitz Pollack Brant, sector-focused boutiques; $25K-$120K, 3-5 weeks). Sell-side QoE (commissioned by the seller before going to market) typically costs 40-60% of a buy-side QoE because it is less adversarial. Common QoE adjustments: add-back rejections (in 70%+ of reports), working capital normalization (90%+), customer concentration disclosures (40%+), revenue cut-off issues (30%+). Sell-side QoE pays back its cost on roughly 75% of LMM deals through faster close and reduced retrade risk.
Christoph Totter · Managing Partner, CT Acquisitions
Buy-side M&A across the U.S. lower middle market · Updated May 16, 2026
The Quality of Earnings report is the single document that decides whether your business closes at the headline price or 10% below it. Buyers commission a QoE for two reasons: to confirm the earnings number you presented is real, and to find issues that justify a price reduction. On a $10M deal, a single rejected add-back can move purchase price by $200K. A working capital adjustment can move it by another $500K. The QoE firm you choose, or the buyer chooses, will materially affect both outcomes.
This report ranks 18 named U.S. QoE providers by typical price, turnaround, sector focus, and the situations where each one shines or struggles. Every number cites public sources: firm websites, press releases, industry surveys, and direct conversation with M&A attorneys and sellers who have used them. We do not rank firms on ‘quality’ in some abstract sense. Quality varies by partner, by sector, and by deal size. We rank on what actually matters to a seller: cost, speed, sector depth, and where the firm tends to land on the buyer-vs-seller dynamic.
We are CT Strategic Partners, a U.S. buy-side M&A firm based in Sheridan, Wyoming. We work on the buyer side, which means we see QoE firms from the side that hires them. Our buyer-paid model means sellers pay nothing, sign nothing, and walk anytime. We have no commercial relationship with any of the 18 firms ranked below. We do refer work to several of them, but no kickbacks, no revenue share, and no preferred-provider arrangements exist. The rankings are based on observed market behavior, not paid placement.
One thing this report will not do. It will not tell you which firm is ‘the best.’ The best firm for a $3M EBITDA HVAC deal in Texas with a regional buyer is not the best firm for a $25M EBITDA SaaS deal with a coastal sponsor. Sector depth, partner relationship, deal-team availability, and buyer expectations all matter more than the firm logo. What this report does is help you understand the structural differences between the national, regional, and niche specialists, so you can ask the right questions when a name lands on your desk.

18 QoE providers: price, turnaround, sector focus at a glance
The table below lists 18 named U.S. QoE providers with typical price ranges, turnaround times, and sector focus. Detail on where each firm shines or struggles follows the table.
| Firm | Tier | Typical Price | Turnaround | Sector Focus |
|---|---|---|---|---|
| EY (Ernst & Young) Transaction Advisory | Big Four | $150K-$500K+ | 5-8 weeks | Sector-agnostic; deepest in financial services, healthcare, technology, energy, industrial |
| Deloitte Transaction Services | Big Four | $150K-$500K+ | 5-8 weeks | Sector-agnostic; deep in healthcare, life sciences, technology, financial services, manufacturing |
| PwC Deals | Big Four | $150K-$500K+ | 5-8 weeks | Sector-agnostic; deep in energy, healthcare, financial services, technology, consumer |
| KPMG Transaction Services | Big Four | $150K-$500K+ | 5-8 weeks | Sector-agnostic; strong in industrials, consumer, healthcare, financial services |
| RSM US | National mid-market | $75K-$250K | 4-6 weeks | Strong in industrials, consumer, real estate, technology, healthcare, financial services |
| BDO USA | National mid-market | $75K-$250K | 4-6 weeks | Strong in private equity portfolio companies, technology, healthcare, real estate, manufacturing |
| CBIZ | National mid-market | $50K-$200K | 3-5 weeks | Healthcare, professional services, financial services, manufacturing, distribution, technology |
| EisnerAmper | National mid-market | $60K-$220K | 4-6 weeks | Real estate, financial services, healthcare, technology, manufacturing, family office advisory |
| Aprio | National mid-market | $50K-$180K | 3-5 weeks | Technology, healthcare, manufacturing, restaurants, real estate |
| Marcum | National mid-market | $60K-$220K | 4-6 weeks | Real estate, construction, technology, financial services, healthcare, manufacturing |
| BPM (Burr Pilger Mayer) | Regional/national | $50K-$180K | 3-5 weeks | Technology, life sciences, financial services, consumer, real estate |
| Withum | National mid-market | $60K-$200K | 4-6 weeks | Healthcare, manufacturing, technology, financial services, real estate, consumer |
| Citrin Cooperman | National mid-market | $60K-$220K | 4-6 weeks | Healthcare, technology, financial services, manufacturing, real estate, professional services |
| Cherry Bekaert | National mid-market | $50K-$180K | 3-5 weeks | Manufacturing, distribution, technology, government contracting, healthcare, real estate |
| Plante Moran | National mid-market | $60K-$200K | 4-6 weeks | Manufacturing, distribution, automotive, healthcare, financial services, real estate |
| Forvis Mazars (formerly FORVIS) | National mid-market | $60K-$220K | 4-6 weeks | Healthcare, manufacturing, construction, financial services, technology |
| Frazier & Deeter | Regional/specialist | $50K-$150K | 3-5 weeks | Healthcare, technology, manufacturing, distribution, professional services |
| Berkowitz Pollack Brant | Regional/specialist | $50K-$150K | 3-5 weeks | Real estate, healthcare, financial services, manufacturing, family office |
Sources: Firm websites, public press releases, IPA Top 100 rankings, INSIDE Public Accounting 2025 firm-by-firm coverage, and direct conversations with M&A attorneys and sellers who have engaged these firms during 2024-2026.
Firm-by-firm detail: where each one shines and struggles
The table above gives the high-level. The detail below covers each firm’s typical positioning, with named sectors and observed strengths.
EY (Ernst & Young) Transaction Advisory (Big Four)
Price: $150K-$500K+. Turnaround: 5-8 weeks. Sectors: Sector-agnostic; deepest in financial services, healthcare, technology, energy, industrial.
Where it shines: Largest deals ($25M+ EBITDA), cross-border transactions, public-company sellers, complex consolidations
Where it struggles: LMM deals under $5M EBITDA (often delegated to junior staff), price sensitivity, sponsor-specific quirks
Notes: Strongest brand for IPO-track and PE auction processes where buyer brand matters to LPs. Less appropriate for sub-$10M deals where the price tag does not justify the depth.
Deloitte Transaction Services (Big Four)
Price: $150K-$500K+. Turnaround: 5-8 weeks. Sectors: Sector-agnostic; deep in healthcare, life sciences, technology, financial services, manufacturing.
Where it shines: Cross-border, multi-entity carve-outs, sector-specific specialty teams (life sciences in particular), complex tax overlays
Where it struggles: LMM deals; sometimes slower than national mid-market firms on standard work
Notes: Strong tax integration with audit and consulting practices. Used heavily by mega-funds. Excessive for typical LMM.
PwC Deals (Big Four)
Price: $150K-$500K+. Turnaround: 5-8 weeks. Sectors: Sector-agnostic; deep in energy, healthcare, financial services, technology, consumer.
Where it shines: Public-to-private transactions, complex valuation overlays, IPO carve-outs, large industrial deals
Where it struggles: LMM and time-sensitive deals; pricing transparency
Notes: Strong reputation in healthcare and energy. Generally the most formal of the Big Four QoE shops.
KPMG Transaction Services (Big Four)
Price: $150K-$500K+. Turnaround: 5-8 weeks. Sectors: Sector-agnostic; strong in industrials, consumer, healthcare, financial services.
Where it shines: Industrial and consumer mid-to-upper-middle market deals, multi-jurisdictional, regulated-industry transactions
Where it struggles: Smaller LMM; sometimes inconsistent partner-by-partner
Notes: Often more flexible on scope than the other Big Three; lower starting price point in some regions.
RSM US (National mid-market)
Price: $75K-$250K. Turnaround: 4-6 weeks. Sectors: Strong in industrials, consumer, real estate, technology, healthcare, financial services.
Where it shines: The most common name on LMM transactions. Strong PE sponsor relationships, particularly with mid-market sponsors. Consistent national delivery.
Where it struggles: Sometimes formulaic on edge cases; partner variation by office
Notes: RSM has built the deepest LMM QoE practice of any Big-Four-track firm. Default choice for sponsors targeting $5M-$30M EBITDA businesses.
BDO USA (National mid-market)
Price: $75K-$250K. Turnaround: 4-6 weeks. Sectors: Strong in private equity portfolio companies, technology, healthcare, real estate, manufacturing.
Where it shines: Cross-border (BDO Global network), private equity portfolio reporting, mid-market deal flow
Where it struggles: Variability between offices; less dominant in some specific sectors than RSM
Notes: Heavy PE sponsor work. Strong international footprint for cross-border deals.
CBIZ (National mid-market)
Price: $50K-$200K. Turnaround: 3-5 weeks. Sectors: Healthcare, professional services, financial services, manufacturing, distribution, technology.
Where it shines: Strongest sell-side QoE practice for owner-operator businesses. Reasonable pricing, fast turnaround, owner-friendly communication style. Particularly strong for dental, vet, healthcare practices.
Where it struggles: Less brand-cachet on large auction processes where buyer-side preference is for Big Four logos
Notes: CBIZ MHM (CBIZ + Mayer Hoffman McCann) is the integrated audit + advisory combination. Widely respected in the LMM. Often the best value for $3M-$15M EBITDA sell-side work.
EisnerAmper (National mid-market)
Price: $60K-$220K. Turnaround: 4-6 weeks. Sectors: Real estate, financial services, healthcare, technology, manufacturing, family office advisory.
Where it shines: Real estate and alternative asset deals, family office-adjacent transactions, mid-market technology
Where it struggles: Less depth in some industrial sectors than RSM or BDO
Notes: Strong East Coast presence. Particularly active in NY, NJ, PA, and FL.
Aprio (National mid-market)
Price: $50K-$180K. Turnaround: 3-5 weeks. Sectors: Technology, healthcare, manufacturing, restaurants, real estate.
Where it shines: Strong technology and healthcare LMM practice. Atlanta-headquartered, growing nationally. Reasonable pricing and fast turnaround.
Where it struggles: Less established outside the Southeast in some sectors
Notes: Aggressive growth via combinations (Salim Omar Saad, Aronson, Tonneson + Co., others). Quality varies by inherited team.
Marcum (National mid-market)
Price: $60K-$220K. Turnaround: 4-6 weeks. Sectors: Real estate, construction, technology, financial services, healthcare, manufacturing.
Where it shines: Real estate and construction transactions, family office and HNW-adjacent deals, NY and FL markets
Where it struggles: Brand reputation has been mixed in some years; partner variation
Notes: Acquired by CBIZ in 2024 (the combined firm operates under CBIZ brand for transaction advisory while keeping Marcum brand for audit and other lines).
BPM (Burr Pilger Mayer) (Regional/national)
Price: $50K-$180K. Turnaround: 3-5 weeks. Sectors: Technology, life sciences, financial services, consumer, real estate.
Where it shines: West Coast deals (San Francisco, Seattle, Portland), technology and life sciences, founder-led businesses
Where it struggles: Less reach in East Coast and Midwest deals
Notes: Highly regarded in CA tech ecosystem. Strong for sell-side QoE of founder-led businesses pre-PE auction.
Withum (National mid-market)
Price: $60K-$200K. Turnaround: 4-6 weeks. Sectors: Healthcare, manufacturing, technology, financial services, real estate, consumer.
Where it shines: NY/NJ/PA/FL deals, healthcare practices, manufacturing, family office work
Where it struggles: Less brand visibility on national auction processes than RSM/BDO
Notes: Strong East Coast practice. Particularly active with PE sponsors based in NY/NJ.
Citrin Cooperman (National mid-market)
Price: $60K-$220K. Turnaround: 4-6 weeks. Sectors: Healthcare, technology, financial services, manufacturing, real estate, professional services.
Where it shines: Healthcare practices (medical, dental, vet), manufacturing, NY metro and Mid-Atlantic deals
Where it struggles: Less reach in West Coast deals; brand variability post several mergers
Notes: Aggressive growth via acquisitions over 2022-2025. Strong PE-adjacent work in healthcare and manufacturing.
Cherry Bekaert (National mid-market)
Price: $50K-$180K. Turnaround: 3-5 weeks. Sectors: Manufacturing, distribution, technology, government contracting, healthcare, real estate.
Where it shines: Southeast deals (VA, NC, SC, GA, FL), government contracting, manufacturing
Where it struggles: Less national brand reach than RSM/BDO
Notes: Strong Southeast presence. Particularly active in DOD-adjacent contracting (which has specific add-back and audit considerations).
Plante Moran (National mid-market)
Price: $60K-$200K. Turnaround: 4-6 weeks. Sectors: Manufacturing, distribution, automotive, healthcare, financial services, real estate.
Where it shines: Strongest Midwest practice for industrial and manufacturing LMM. Particularly strong in MI, OH, IN, IL automotive and manufacturing.
Where it struggles: Less brand reach on coastal auction processes
Notes: Long history with Midwest family businesses. Strong cultural fit for owner-operator transitions.
Forvis Mazars (formerly FORVIS) (National mid-market)
Price: $60K-$220K. Turnaround: 4-6 weeks. Sectors: Healthcare, manufacturing, construction, financial services, technology.
Where it shines: Healthcare and manufacturing deals, Midwest and Southeast practice depth
Where it struggles: Brand recognition still building post-2024 Mazars combination
Notes: Formed from the BKD-DHG merger (2022) and the 2024 combination with Mazars to form Forvis Mazars. Top-10 U.S. firm by revenue. Strong PE-adjacent work in mid-market.
Frazier & Deeter (Regional/specialist)
Price: $50K-$150K. Turnaround: 3-5 weeks. Sectors: Healthcare, technology, manufacturing, distribution, professional services.
Where it shines: Southeast (GA, FL, NC, TN) sell-side QoE for owner-operators. Owner-friendly approach, reasonable pricing, fast turnaround.
Where it struggles: Less reach outside Southeast
Notes: Atlanta-headquartered. Often a top-3 finalist for Southeast LMM sell-side work.
Berkowitz Pollack Brant (Regional/specialist)
Price: $50K-$150K. Turnaround: 3-5 weeks. Sectors: Real estate, healthcare, financial services, manufacturing, family office.
Where it shines: Florida and Southeast deals, healthcare practices, family office work, real estate transactions
Where it struggles: Less national reach
Notes: Miami-headquartered. Strong choice for FL-based sellers and family office buyers.
The three tiers: when to use Big Four vs national vs regional
Tier 1: Big Four (EY, Deloitte, PwC, KPMG)
Big Four QoE is appropriate when the deal is large enough ($25M+ EBITDA, often $50M+), when buyer or seller has institutional reporting needs (PE LPs, public-market disclosures), when the transaction is cross-border, or when complexity (carve-outs, multi-entity consolidation, regulated industries) demands the depth of a global firm. Price typically $150K-$500K+. Turnaround 5-8 weeks. Partner attention is on the largest deals; junior staff drives most of the actual work.
Where Big Four shines: auction processes where the buyer expects a Big Four name on the diligence, complex tax overlays, IPO-track sellers, multi-jurisdictional revenue recognition, and any deal where the QoE firm needs to defend against later disputes in court or regulatory inquiry.
Where Big Four struggles: sub-$10M EBITDA deals where the price tag does not justify the depth, time-sensitive deals where 8-week turnaround is too long, owner-operator businesses where the firm’s institutional process feels mismatched to the seller’s needs. We do not recommend Big Four for typical LMM transactions under $10M EBITDA unless there is a specific need.
Tier 2: National mid-market (RSM, BDO, CBIZ, EisnerAmper, Aprio, Marcum, BPM, Withum, Citrin Cooperman, Cherry Bekaert, Plante Moran, Forvis Mazars)
The national middle-market tier is the workhorse of LMM transaction advisory. These firms have built dedicated transaction services practices, with partners and senior managers who do QoE work full-time. Price typically $50K-$250K. Turnaround 3-6 weeks. Most LMM deals between $3M and $30M EBITDA land here.
Where Tier 2 shines: deals in the $3M-$30M EBITDA range where the seller wants institutional-quality work without Big Four pricing, owner-operator transitions where the firm’s culture matches the seller, sector-specific work where the firm has built genuine depth (RSM in industrials, Plante Moran in Midwest manufacturing, CBIZ in healthcare practices, Aprio in technology).
Where Tier 2 struggles: deals so small that even Tier 2 prices ($60K-$80K) eat into proceeds materially (sub-$2M EBITDA), or deals so large and complex that only Big Four depth fits.
Tier 3: Regional and specialist (Frazier & Deeter, Berkowitz Pollack Brant, sector-focused boutiques)
Regional firms and niche specialists serve a critical role for deals where local market knowledge or sector depth outweighs national brand. Price typically $25K-$120K. Turnaround 3-5 weeks. Best fit for $1M-$10M EBITDA sell-side work where the seller wants a firm that understands the specific sector and local economic context.
Where Tier 3 shines: sell-side QoE for owner-operator businesses, sector-specific transactions where a generalist would miss nuances, deals where speed and price matter more than brand cachet, regional buyers who already know and respect the firm.
Where Tier 3 struggles: auction processes where the buyer pool includes coastal sponsors who expect national-firm names on diligence, cross-border or multi-state complexity beyond the firm’s footprint.
When a national firm beats a regional firm (and vice versa)
The decision is sector x size x buyer-pool
Three variables determine whether a national firm, a regional firm, or a niche specialist is the right choice.
Deal size
- $500K-$2M EBITDA: regional or specialist. Big Four price tag is roughly 5-15% of deal value and cannot be justified.
- $2M-$10M EBITDA: national mid-market or regional. RSM, BDO, CBIZ, Aprio, Cherry Bekaert, Frazier & Deeter all viable.
- $10M-$25M EBITDA: national mid-market is the default. Big Four available for specific complexity.
- $25M+ EBITDA: Big Four becomes the standard for auction processes. National mid-market still works for proprietary deals.
Sector specifics
- Healthcare practices (dental, vet, behavioral, dermatology): CBIZ, Citrin Cooperman, Aprio, and regional specialists often outperform Big Four. Sector expertise matters more than firm size.
- Industrial / Midwest manufacturing: Plante Moran has built deep sector relationships that translate into accurate normalization assumptions.
- Government contracting / DOD: Cherry Bekaert and specialist firms with cost-plus accounting depth.
- Technology / SaaS: BPM, Aprio, and firms with ASC 606 revenue recognition specialists.
- Real estate adjacent: Marcum, EisnerAmper, Berkowitz Pollack Brant, and regional RE-focused boutiques.
Buyer pool expectations
If the likely buyer pool is dominated by large PE sponsors who run formal auctions and expect Big Four diligence, then sell-side QoE from RSM, BDO, or a Tier 2 national firm strengthens the seller’s position. If the likely buyer pool is independent sponsors, search funders, or family offices, then a regional firm with sector depth is often a stronger choice because the buyer expects practical, not institutional, diligence.
Sell-side QoE vs buy-side QoE: when each one makes sense
Sell-side QoE: what it is and when it pays
A sell-side QoE is commissioned by the seller before going to market, typically 30-90 days before a target sale process launch. The seller’s goals are: (1) identify issues before the buyer does, (2) propose normalizations the seller wants to defend, (3) strengthen the marketing materials with third-party validation, and (4) accelerate the buyer’s due diligence timeline. Sell-side QoE typically costs $25K-$120K depending on deal size, roughly 40-60% of an equivalent buy-side QoE because the scope is narrower and the work is not adversarial.
When sell-side QoE pays for itself
- Deals over $5M EBITDA. The cost-to-deal-value ratio justifies the investment. A $75K sell-side QoE on a $40M sale is 0.19% of deal value.
- Owner-operator businesses with messy books. Pre-cleaning normalizations in a controlled environment beats reacting to buyer findings under deadline pressure.
- Businesses with concentration risks. Pre-quantifying customer concentration, sector cycle exposure, or recurring revenue mix gives the seller control over how these issues are framed.
- Auction processes. Distributing a sell-side QoE with the CIM compresses buyer diligence timelines from 90+ days to 45-60 days and reduces retrade risk.
When sell-side QoE does not pay
- Sub-$2M EBITDA deals. A $30K-$50K sell-side QoE on a $5M sale is 0.6-1.0% of deal value. Often not justified unless the seller is concerned about specific buyer-side findings.
- Single-buyer proprietary deals. If you are negotiating with one specific buyer who will commission their own QoE, an additional sell-side report sometimes adds friction rather than reducing it.
- Already-clean businesses with audited financials. If your books are GAAP-audited by a reputable firm and your add-backs are minimal, the buyer’s diligence will likely confirm them without a sell-side counterweight.
Buy-side QoE: what to expect as a seller on the receiving end
The buyer commissions a buy-side QoE after LOI signing, typically completed in 4-8 weeks. The buyer’s goals are: (1) confirm the EBITDA number the seller marketed is real, (2) find issues that justify price or structure changes, and (3) build a defensible record for the buyer’s investment committee or financing sources. The seller does not control the scope, the firm, or the conclusions.
Sellers should prepare for buy-side QoE by: (1) cleaning books before LOI signing, (2) documenting every add-back with contemporaneous evidence, (3) preparing working capital schedules with 3-year monthly history, and (4) identifying potential concentration disclosures proactively. A seller who walks into buy-side diligence unprepared is the seller most likely to face a retrade.
How to evaluate a QoE proposal: six questions every seller should ask
Most sellers do not run a competitive process when selecting their sell-side QoE firm. They take the first proposal that lands on their desk, often from a referral. The result is they pay 20-40% more than necessary and sometimes engage a firm that is poorly matched to their sector.
Six questions to ask every QoE proposal
- What is the scope? A standard QoE covers 3 years of trailing financials plus the most recent trailing twelve months (TTM). A full QoE includes revenue recognition testing, expense normalization, working capital analysis, customer concentration, and add-back quantification. Make sure the proposal explicitly covers each.
- What does the firm charge for change-orders? Most firms quote a flat fee but bill change-orders if scope expands. Ask for the hourly rate and the firm’s policy on scope additions before you sign the engagement letter.
- Who is the lead partner and what is their sector experience? A firm’s brand matters less than the specific partner’s experience. A senior manager doing the work who has done 30 dental QoEs is more valuable than a partner doing the work who has done two.
- What is the turnaround commitment? Most firms quote 4-6 weeks. Some commit to 3 weeks for sell-side work with full document access. Get the timeline in writing.
- What is the firm’s view on common add-backs in your sector? If you are an HVAC seller and the firm cannot articulate a clear position on owner compensation normalization, owner perks, family member salaries, related-party real estate rents, and one-time replacement of major equipment, find a different firm.
- References from owner-operators in your sector. Ask for 2-3 references from owner-operators (not PE sponsors) who have engaged the firm in your sector. Call them. Ask: ‘Would you use them again? What would you do differently?’
What a good proposal looks like
A good proposal clearly states (a) the scope of work, (b) the deliverables, (c) the timeline with milestones, (d) the fixed fee with any change-order provisions, (e) the named lead partner and senior manager, (f) the firm’s relevant experience in your sector with named (or anonymized) recent transactions, and (g) the firm’s quality control process. Bad proposals are vague on scope, generous with disclaimers, and silent on partner experience.
The 11 most common QoE findings (and how often each appears)
Buy-side QoE reports surface the same categories of findings in transaction after transaction. Understanding the frequency and dollar impact of each helps a seller anticipate and prepare.
| Finding Category | Frequency | Typical Dollar Impact | Where It Originates |
|---|---|---|---|
| Add-back rejection | 70-80% of reports | $50K-$500K of EBITDA reduction | Owner compensation not normalized to market, owner perks not separated from business expenses, family member salaries not justified, related-party transactions not at arms length, one-time events characterized as recurring |
| Working capital normalization | 90%+ of reports | $100K-$2M+ purchase price adjustment | Buyer-friendly methodology (12-month average rather than seasonally adjusted), inclusion or exclusion of specific items in working capital definition, year-end timing effects, prepaid expense treatment |
| Revenue cut-off / timing | 30-40% of reports | $50K-$500K EBITDA reduction | Revenue recognized before performance obligation satisfied, percentage-of-completion methodology errors, multi-period contract revenue allocation |
| Customer concentration | 40-50% of reports | Risk premium of 0.5-1.5x EBITDA | Top-1 or top-5 customer concentration disclosed; buyer haircut on customer concentration risk varies by sector and contract terms |
| Quality of contracts | 25-35% of reports | Risk premium of 0.25-1.0x EBITDA | Lack of long-term contracts, month-to-month customer relationships, key customer contracts not assignable on sale |
| Inventory adjustments | 20-30% of reports (where applicable) | $50K-$500K working capital adjustment | Slow-moving inventory not reserved, obsolete inventory not written down, costing methodology differences |
| Accrued expenses missing | 40-50% of reports | $50K-$300K EBITDA reduction | Vacation accrual missing, bonus accrual missing, professional fee accrual missing, warranty accrual missing |
| Deferred revenue treatment | 20-30% of reports (where applicable) | $100K-$1M purchase price adjustment | Deferred revenue not properly excluded from EBITDA, deferred revenue treatment in working capital definition contested |
| Capitalization vs expensing | 30-40% of reports | $50K-$500K EBITDA adjustment | Maintenance capex treated as growth capex (inflates EBITDA), or vice versa; useful life assumptions on assets |
| Related-party expenses | 40-60% of reports (owner-operator) | $25K-$500K EBITDA adjustment | Rent paid to owner-related real estate at above-market rates, services from owner-related entities, family member compensation |
| Sustainability of EBITDA growth | 50%+ of reports | Valuation premium reduction | One-time revenue spikes, sector-cycle benefits, COVID-related distortions (still affecting 2020-2022 comparables in 2026 reports) |
Most of these findings can be anticipated and pre-managed by a seller. A clean books process, a sell-side QoE that surfaces issues in advance, and a working capital methodology negotiated at LOI stage (not definitive agreement stage) eliminate or de-risk most of the categories above. The owners who walk into buy-side QoE blind are the owners who face retrades.
Limitations of this analysis
- Firm rankings are based on observed market behavior, not an exhaustive survey. We do not have transaction-level data on every QoE engagement. Where we make sector or quality observations, they reflect aggregate patterns across M&A attorneys, sellers, and buyers we have spoken with, not a formal study.
- Quality varies by partner, not just by firm. A great partner at a regional firm can outperform a mediocre partner at Big Four. The specific partner you engage matters more than the firm’s logo.
- Prices are typical ranges, not commitments. Each firm quotes engagement-by-engagement based on scope and complexity. Verify pricing directly with the firm.
- Mergers and combinations affect firm identity. Recent combinations (Forvis + Mazars, CBIZ + Marcum, Aprio’s growth via acquisition) mean the firm you engage today may operate under different management or systems than the firm with the historic reputation.
- We are an interested party. We are a buy-side M&A firm with a commercial interest in encouraging sellers to plan ahead. The data and rankings reflect our best understanding of the market, but readers should consider the source incentive.
- This is educational, not a recommendation. Any specific QoE firm selection should be informed by direct conversations with the firm, references from peers, and consultation with your M&A attorney.
Frequently Asked Questions
How much does a Quality of Earnings report cost in 2026?
Sell-side QoE typically costs $25K-$120K depending on deal size and complexity. Buy-side QoE typically costs $50K-$250K from a national mid-market firm or $150K-$500K+ from a Big Four firm. The price scales with deal size, financial complexity (number of entities, jurisdictions, accounting policy issues), and how clean the underlying books are.
Who pays for the QoE?
The party commissioning the report pays. Buy-side QoE is paid by the buyer. Sell-side QoE is paid by the seller. A sell-side report can sometimes be ‘shared’ with buyers under reliance agreements (typically with a sharing fee paid to the QoE firm by the relying buyer) but the seller is the primary economic payer.
Do I need a sell-side QoE if I’m selling a small business?
Under $2M EBITDA, often not. The cost ($30K-$50K) is a meaningful fraction of deal value. Above $5M EBITDA, sell-side QoE pays for itself on roughly 75% of deals through faster close, lower retrade risk, and stronger negotiation position. Above $10M EBITDA, a sell-side QoE is effectively standard for any institutional process.
Which firm should I use for my $5M EBITDA HVAC business?
For a $5M EBITDA HVAC sell-side QoE, the strongest options are typically CBIZ, RSM, BDO, Cherry Bekaert (Southeast), Plante Moran (Midwest), or Frazier & Deeter (Southeast). Avoid Big Four — the price tag is not justified at this deal size. Get 3 proposals, compare lead partner experience, and weigh on responsiveness, sector depth, and references from owner-operator peers.
How long does a QoE take?
Big Four: 5-8 weeks. National mid-market: 3-6 weeks. Regional/specialist: 3-5 weeks. Sell-side QoE is typically faster than buy-side because document access is full and the work is not adversarial. The clock starts when the firm has full data room access — not when the engagement letter is signed.
What is the difference between a QoE and an audit?
An audit is a year-end opinion on whether the financial statements present fairly in accordance with GAAP. A QoE is a transaction-specific analysis of normalized EBITDA, working capital, customer concentration, and other deal-relevant items. The QoE is forward-looking (what is the sustainable EBITDA going into the buyer’s hands?). The audit is backward-looking (do the prior-year statements fairly present results?). Both are useful and they serve different purposes.
What is an add-back and what does the QoE firm do with it?
An add-back is an item added back to reported EBITDA to arrive at ‘normalized’ EBITDA. Common add-backs include owner compensation above market, one-time legal fees, owner perks (cars, club memberships), family member salaries above market, and one-time events (storm damage, lawsuit settlements). The QoE firm tests each add-back against criteria like ‘is this truly non-recurring,’ ‘is the dollar amount supported by evidence,’ and ‘would the buyer face this expense going forward.’ Roughly 70-80% of buy-side QoE reports reject at least one material add-back.
How is working capital handled in a QoE?
The QoE firm analyzes 3+ years of monthly working capital to identify a ‘normalized’ working capital target. The target then drives the working capital peg in the purchase agreement — the level of working capital that must be delivered at close. Methodology choices (12-month average vs. seasonally adjusted, treatment of cash and debt-like items, inclusion of deferred revenue) materially affect the purchase price. Working capital methodology should be negotiated at LOI stage, not definitive agreement stage.
Can I trust a sell-side QoE from a firm my buyer doesn’t know?
It depends. Sophisticated PE buyers typically respect any reputable firm (Big Four, top 25 national, well-known regional) when the report is well-documented and the methodology is sound. Less sophisticated buyers sometimes discount sell-side reports from firms they have not seen before. If your buyer pool includes coastal PE sponsors who have a preferred-firm list, your sell-side firm matters more than for a regional buyer.
What happens if the buy-side QoE finds issues my sell-side QoE missed?
Sometimes this happens. The two firms can have legitimate methodological differences (e.g., one normalizes owner compensation to market, the other to industry-survey median; one includes specific items in working capital, the other excludes). The seller’s M&A counsel should be prepared to argue methodology, supported by the sell-side QoE firm’s documentation. The advantage of having a sell-side QoE is the seller’s position is documented and defensible, not improvised under deadline pressure.
Are QoE reports admissible in court if a deal goes bad?
Generally yes, in disputes over reps and warranties breaches, working capital adjustment claims, or earnout disputes. The QoE firm typically requires a reliance agreement before allowing the report to be relied upon, and the firm’s liability is limited to a defined cap (usually the engagement fee). M&A counsel should review the engagement letter terms before signing.
What is the most underrated QoE question a seller should ask?
‘Can I see a sample of your standardized work papers for a deal of my size and sector?’ Most firms will say yes for legitimate prospects. The work papers show whether the firm has actually done this kind of work before — you will see how they document add-backs, working capital schedules, customer concentration analyses, and accounting policy notes. If the firm refuses or the sample is thin, that is information.
Sources & References
- INSIDE Public Accounting Top 100 Firms (2025) — revenue rankings and practice composition for U.S. accounting firms
- Accounting Today Top 100 Firms (2025) — cross-reference rankings and recent M&A activity among the top firms
- SRS Acquiom 2026 M&A Deal Points Study — frequency and magnitude of working capital adjustments and earnout disputes
- American Bar Association M&A Market Trends Subcommittee Deal Points Study — reps and warranties / indemnification benchmarks
- RSM, BDO, CBIZ, EisnerAmper, Aprio, Marcum, Withum, Citrin Cooperman, Cherry Bekaert, Plante Moran, Forvis Mazars, Frazier & Deeter, Berkowitz Pollack Brant, BPM published transaction advisory practice descriptions — firm-stated capabilities and sector focus
- EY, Deloitte, PwC, KPMG transaction advisory service descriptions — published practice materials
- PEHub and Middle Market Growth (ACG) coverage — reported transactions and QoE engagement patterns 2024-2026
- M&A attorney commentary — published practice insights from Goodwin Procter, Kirkland & Ellis, Goulston & Storrs, Cooley, Wilson Sonsini, and others on QoE process and findings
Last updated: May 16, 2026. CT Strategic Partners refreshes this report quarterly. For corrections or methodology questions, get in touch.
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