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DealBrain · Due Diligence Memo
Sample File DB-SAMPLE-01 · Food Service & Catering
Prepared by
DealBrain · 3-agent consensus
sample output · Apr 03, 2026
Subject

Metro Deli
& Catering Co.

412 Main Street, Metro City·Deli & Corporate Catering·LLC · 9-yr operating history
0100/50/
Deal Score
62
of 100
Moderate Risk
Workable only if the lease gets fixed — see §06 recommendation.
Report ID
DB-SAMPLE-01
Date of Issue
April 03, 2026
Memo revision 01
Asking Price
$450,000
All-cash
SDE Multiple
2.1×
Adjusted basis · 2.5×
2 Red Flags3 Warnings3 Info Items4 Documents AnalyzedAnalysis engine v3.2 · 3-agent consensus
§01Executive Summary

A cashflow-positive deli with a defensible catering book — and a 6-month lease cliff you cannot ignore.

Lease expires Sept 30, 2026 with no renewal or assignment language — the single largest risk and must be fixed before LOI.
Revenue down 8% YoY ($520K → $478K); seller cites catering softness but withheld customer-count data to confirm.
Owner comp below market: $52K draw vs. $72-85K market rate — adjusted SDE is ~$182-195K, not $215K.
Catering book is a real moat: 12 corporate accounts, 15-mile delivery radius, defensible against the 3 local competitors.
Analyst Recommendation
Negotiate— fix the lease, then re-price

Deal is workable at $380-410K (2.0-2.1× adjusted SDE) contingent on three closing conditions:

  1. i. 5-year lease extension with landlord consent and assignment rights (binding letter, not a handshake)
  2. ii. Convert top 5 catering accounts from month-to-month to 6-month written agreements before LOI
  3. iii. Non-compete expanded to 15-mi radius, 3-year term, covering both deli and catering
If the landlord won't commit to a renewal, walk. The business is the lease.
Financial Agent
Negotiate
Contract Agent
Pass
Market Agent
Negotiate
§02Financial Analysis

Revenue & SDE · 3-year trend

$ in thousands · per seller P&L, DB-adjusted
PeriodRevenueReported SDEDB-AdjustedGM%
FY2023
last stable year
$545
$228$19638%
FY2024
catering volume softening
$520
$218$18437%
FY2025
owner comp understated $26K
$478
$215$17236%
LTMLTM
through Feb 2026
$472
$208$16836%
2-yr Revenue CAGR
−6.5%
LTM Adj. SDE Margin
35.6%
Implied Multiple (Adj.)
2.5×

Addback bridge · LTM

reported → adjusted
Reported SDE (LTM)
$208
Owner personal expenses (phone, car, meals)+$14
One-time POS system upgrade (2025)+$11
Owner compensation adjustment — to market$26
Reserve for lease renewal legal / deposit$9
Catering contract uncertainty discount$12
DB-Adjusted SDE$168
Analyst note

The lease-renewal reserve and catering-contract discount together reduce defensible SDE by ~10%— neither is in the seller's numbers. Until the lease extension is signed, the adjusted multiple is the honest one.

§03Risk Matrix · Findings

Prioritized findings

Ordered by severity × likelihood
R-01High
Lease expires in 6 months — no renewal clause
Lease · source: Lease §14, Landlord letter absent
Commercial lease at 412 Main Street expires Sept 30, 2026. No auto-renewal or option-to-extend. Landlord not yet consenting to assign.
R-02High
Revenue declining 8% YoY
Financial · source: P&L, customer data absent
$520K → $478K between FY24 and FY25. Customer-count data withheld. Seller cites post-COVID catering softness.
R-03Medium
Owner compensation below market
Financial · source: P&L + comp benchmark
Owner draws $52K/yr vs. $72-85K market. True SDE ~$182-195K, not reported $215K.
R-04Medium
Non-compete only 2-mi / 1-yr
Contract · source: LOI draft §7
Deli serves a 15-mi catering radius; seller could re-open competing catering outside 2 mi.
R-05Medium
3 competing delis within 1 mi
Market · source: Field competitive scan
Subway (0.3 mi), indy sandwich shop (0.6 mi), fast-casual Mediterranean (0.8 mi, opened 4 months ago).
R-06Low
Catering contracts are month-to-month
Contract · source: Catering client list
All 12 corporate accounts informal / month-to-month. Not contractually committed.

Impact × Likelihood

Dot size = impact. Color = severity band.
010203040506
likelihood →
impact →
High
Medium
Low
§04Documents Analyzed
P&L FY2024-FY2025
received Mar 22, 2026
28 pp
Full coverage
4 findings
Open
Federal Tax Return · FY2024
received Mar 22, 2026
14 pp
Full coverage
2 findings
Open
Commercial lease · 412 Main
received Mar 28, 2026
22 pp
Full coverage
3 findings
Open
Catering client list & trailing POs
received Apr 02, 2026
6 pp
Partial
2 findings
Open
Coverage summary
70 pages · 88% fully ingested

Gaps: the catering client list does not include trailing 12-mo volume by account. Customer-count data for FY24-FY25 was requested but not provided.

Outstanding requests
  • Monthly revenue split: dine-in vs. catering
  • Landlord consent-to-assign letter
  • Top-10 catering account trailing volume
§05Valuation · Comparable Transactions
TargetLocationRevenueMultipleYr
Riverside Deli & Catering
6-yr lease secured
Boulder, CO$0.55M2.2×2025
Corner Deli Co.
No catering book
Fort Collins, CO$0.41M1.9×2025
Uptown Sandwich & Cafe
Strong brunch mix
Denver, CO$0.62M2.4×2024
Plains Catering Group
Revenue decline
Cheyenne, WY$0.38M1.7×2024
Metro Deli (this deal)
Asking
Metro City$0.48M2.1× (2.5× adj.)2026
Recommended range
$380K – $410K
2.0×–2.1× DB-adjusted SDE
Walk
Floor
Target
Asking
Stretch
Ask vs. adjusted
+15% premium
Comp median
2.05×
§06Agent Consensus

Three agents, two votes to negotiate, one dissent — the dissent is the one that saves you.

v3.2 · sample run
01Financial Agent
Negotiate

Unit economics are tighter than the seller makes them look. The 8% revenue slide is real, and once you apply market-rate owner comp the 2.1× multiple becomes 2.5× on normalized SDE. My floor is $375K; above $410K the revenue trend stops being a rounding error.

See §02 Addback bridge
02Contract Agent
Pass

I'm the dissent. The lease expires in 6 months with no renewal clause and no landlord consent. Until the buyer has a signed 5-year extension with assignment rights in hand, this isn't a business — it's a kitchen in someone else's building. No price fixes that.

Lease §14, landlord silent
03Market Agent
Negotiate

Metro area food service grows 3% a year; two new office towers within 0.5 mi add 400+ workers by Q1 2027. Catering book is defensible. The real headline is that Metro's differentiation depends on that location. If the lease gets fixed, this is a re-accelerator at the right price.

Market scan 2026-04
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Disclaimer:This sample is a fictional composite of a typical food-service acquisition in the $400K-$500K range, built to illustrate DealBrain's output. Real reports analyze your uploaded documents. Always engage qualified legal, financial, and accounting professionals for formal due diligence before any acquisition.