The 128-Question Pre-LOI Business Audit

Peter Lang has done 22 acquisitions (mostly off-market). Grant spent a full day at his masterclass—and it was the most valuable single-day M&A professional development he has ever had. Most people share 101-level fluff; Peter was selective about who he let in the room, so he went straight to 202/303-level tactics:

- a 128-question pre-LOI audit,
- “pre-diligence,”
- risk registers,
- and first-call bonding that actually wins deals.

During the session he even had them cold DM a business owner about selling - someone in the room even booked a meeting before lunch.

The Sponsor
This episode is brought to you by CapitalPad. A marketplace that connects acquisition entrepreneurs who need capital with investors who want exposure to small-business deals. Standardized terms, governance, and distributions included. If you’re raising for a deal - or want to back operators - check out https://capitalpad.com/

Timestamps
00:00 Intro: 10 companies → self-funded search (3–5× EBITDA target)
00:24 Why Grant’s back: $11M raised + Peter Lang’s one-day M&A Lab
00:56 What made the seminar different: straight to operator tactics
01:41 Opening prompt: the scary 3-5 year goal (Fund II at $50M, 5× MOIC ambition)
03:00 The math behind 5×: low entry multiples, modest growth, sane leverage
04:51 Fund sizing realities: checks, number of bets, and concentration
06:47 Scaling a bigger fund by doubling down on winners via add-ons
07:49 “Every business problem can be solved through M&A”
08:41 Who is Peter Lang? 22 off-market acquisitions, agency roll-ups
09:58 Most underrated outreach: LinkedIn DMs (with live results in the room)
11:12 The only goal of the first call: bonding and true alignment
12:32 Where EC enters the process: usually post-LOI via searchers
12:55 The 128-question pre-LOI audit (and why serious sellers complete it)
14:46 Sponsor: CapitalPad
16:24 “Pre-diligence” naming hack to get real docs before LOI
17:52 Terms more important than Price: seller notes, earn-outs, and the “$1B for $1/day” example
18:54 Three-phase diligence: do high-risk checks before legal/QofE spend
19:11 Linked Google Sheets system: shared vs. private notes that stay in sync
19:44 The Risk Register: make concerns explicit, score, mitigate, resolve
21:55 Winning competitive processes by showing deeper prep (and credibility)
22:30 Zero retrades: how pre-LOI depth prevents post-LOI drama
23:32 Selling = buying in reverse: ship-shape data room and audit ready
24:59 What Grant will implement now
25:54 Biggest meta-takeaway: huge ROI on practitioner-level M&A education
27:02 Why his big goal now feels closer: helping searchers generate proprietary deal flow
28:01 Could EC run searches on behalf of top operators? Credibility advantages
28:39 Producer’s compliment: why Grant’s clarity matters in deals

Support our Sponsor
CapitalPad: https://capitalpad.com/

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