M&A & Diligence Support for Restaurant Groups
A restaurant group sale is really a bundle of lease assignments and license transfers with some EBITDA on top. Diligence is where the buyer checks whether all of it actually moves with the deal — and whether the strong locations are quietly carrying the weak ones.
What diligence actually feels like
Under a letter of intent, the buyer's accountants and lawyers send request lists covering financials, tax, leases, licenses, payroll, and POS data — wanted fast, organized, and reconciled. They rebuild your numbers location by location, because the consolidated P&L hides which units make money and which don't.
You're still running service across every location while this happens. Restaurant deals carry heavy legal diligence — leases, liquor licenses, franchise consents — and a busy operator rarely has all of it organized. Missing documents stall closings and spook buyers.
M&A support is the finance seat that runs the data room, defends the unit economics in the buyer's language, and keeps the deal moving while you keep the doors open.
The restaurant deal-killers hiding in plain sight
Buyers focus on restaurant-specific risks. Do the leases assign to a new owner, and will landlords consent? Do liquor licenses transfer, and how long does that take in your jurisdiction? If you're franchised, does the franchisor have to approve the deal? Are gift-card liabilities booked as deferred revenue? And which locations actually carry the group's profit?
They'll expect schedules operators rarely keep ready: per-location P&Ls with same-store trends and prime cost, lease terms and assignment provisions, license and permit status, and gift-card liabilities. Prepared, these tell a clean story. Missing, they become delays and discounts.
We rebuild the unit-level economics, coordinate the lease, license, and franchise documentation with your attorney, correct gift-card accounting, and have the answers ready — so diligence confirms a real, transferable group.
How Kaizen runs it
We build and manage the data room, rebuild and defend per-location economics, correct gift-card and delivery-fee accounting, respond to diligence requests, defend adjusted EBITDA and add-backs, model the working-capital peg, and coordinate with your attorney and banker so finance never stalls the deal. One point of contact owns every number the buyer questions.
We're named after continuous improvement, which in a restaurant deal mostly means finding the money-losing location before the buyer does and having an honest answer ready for it.
What's included
- Data room built and managed: financials, leases, licenses, tax, payroll, POS data
- Per-location P&Ls rebuilt with same-store sales and prime-cost analysis
- Gift-card liability and delivery-fee accounting corrected and defended
- Adjusted EBITDA and add-backs defended under buyer and QoE-firm questioning
- Lease assignment and landlord-consent status documented by location
- Liquor-license and franchise-consent transfer timelines scheduled
- Working-capital peg modeled and the closing true-up negotiated
- Coordination with your M&A attorney and investment banker through close
Pricing
Straight answers
Why rebuild every location's P&L for the sale?
Because a buyer will, and consolidation hides the units that lose money. Rebuilding store-level economics yourself lets you control the narrative — credit the strong locations, explain the weak ones — instead of letting diligence surprise you with it.
How long do liquor-license and lease transfers take?
It varies a lot by jurisdiction and landlord, and it's often the real critical path to closing — not the financials. We map the license and lease timelines early and coordinate with your attorney so they run in parallel rather than holding up the wire at the end.
Can you help me acquire a restaurant group?
Yes. Buy-side, we rebuild the target's unit economics, test add-backs and gift-card accounting, and coordinate lease, license, and franchise diligence — so you know what you're buying before you commit.
I have a bookkeeper for all my locations. Isn't that enough?
For monthly books, often yes. For a diligence process that rebuilds you location by location and chases license transfers, usually not. If your books are already at unit-level detail and someone can run buyer Q&A on top of operations, you may be set.
Related
Free 20-minute books assessment
We'll show you the five things we'd fix first in your books — useful whether you hire us, hire someone, or do neither.
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