For M&A advisers
A sell-side file the buyer's advisers can check.
Adjusted EBITDA traced to the ledger, a cited IM released under a codename, a data room opened in stages and offers compared on what the vendor actually receives. Built for boutique advisers on lower mid-market sales.
- Sourcedevery adjustment traced to its lines
- Codenameduntil each party signs the NDA
- Your CRMstays, nothing to integrate
A mandate codenamed Project Banksia for Kestrel Freight: adjusted EBITDA of $2.4 million for FY26 with 21 sourced adjustments in March, the IM approved and released under the codename in April, nine parties under NDA and four in the data room in May and three offers compared on cash at completion and earn-out at risk in June, at an enterprise value of $13.2 million, 5.5 times EBITDA.
Quality of earnings, before diligence
Every adjustment, traced to its lines.
Batonford reads the general ledger and proposes normalisations with the transactions behind them: owner costs, one-off legal and repairs, related-party spending. Each is accepted by you, at a smaller amount if you choose, and revenue is reconciled to BAS and bank deposits before a buyer's accountant checks it.
- Adjusted EBITDA across several years, side by side
- Each adjustment linked to its ledger lines, none counted twice
- Revenue checked against BAS, bank deposits and the ledger
- Customer concentration and lease term flagged early
Adjustments · FY26
Kestrel Freight · adjusted EBITDA
Adjusted EBITDA FY26 $2.4m
A controlled process
Codenamed until cleared, opened in stages.
Every buyer-facing surface shows the codename until a party signs your NDA online. Then the IM, then the data room, each as they earn it, with every PDF stamped with their name. Questions are answered from what that party has already been given.
- Codenames on the room, its emails, watermarks and file names
- Your NDA wording, signed online with a signing record
- Q&A drafted from that party's documents only, approved by you
- The introduced-buyers register sent to the vendor as a dated PDF
Data room · Project Banksia
9 parties under NDA
Offers, like for like
What the vendor receives, side by side.
Each letter of offer is read with its sources and lined up on cash at completion, your fee, net to the vendor, earn-out at risk, vendor finance and the consents it needs. The offer report explains each one. The recommendation stays yours.
- Cash at completion and net to the vendor, after your fee
- Earn-out and vendor finance shown as at risk
- Finance, lease, licence and regulatory consents called out
- With the vendor's approval, a pack for the buyer's lender on a lender's basis
Offers · Project Banksia
3 live offers
Fee and net to the vendor shown for each
M&A advisers
Also for larger mandates.
Your comparables
Your firm's settled sales ranked against the mandate, private to your firm.
Cited IM and teaser
Every figure a merge field, every claim cited, the teaser kept blind.
Vendor sign-off
The vendor approves each version, and any change voids the approval.
Deal assistant
Ask anything about the deal and get the answer with its source.
Morning brief
Parties gone quiet, questions waiting and conditions due.
Conditions to completion
Every consent and date tracked, with reminders.
Before you ask
The questions advisers ask first.
- What size of deal does it suit?
- Boutique sell-side work: owner-run and lower mid-market businesses. Batonford keeps the evidence, the documents and the buyers on one deal file. Full financial models stay in Excel.
- Is it a full virtual data room?
- It's a data room built into the deal file: staged access, watermarks on every PDF download, a log of visits and downloads, revoke and Q&A. There's nothing separate to set up.
- Does it replace our lawyers or accountants?
- No. Contract drafting and financial due diligence stay with them. Batonford gives them a file they can check.
- Can we use our own NDA?
- Yes. Your firm's wording is used for every NDA. Have your lawyer review it, as the settings page reminds you.
- Where is our data kept?
- In Google Cloud's Sydney region, walled off from every other firm's in the database itself. Drafting and reading are done by Anthropic's Claude, which may process documents outside Australia, and your data is never used to train models.
Bring a live mandate. See it sourced.
A 20-minute demo on one of your own deals. No slides.