AI M&A Analysis · €149 · One-time
Our agent scrutinises every clause — valuation, earn-out, non-compete, warranties — and tells you what's standard, what's not, and what to negotiate. €149. No subscription.
DealScout Analysis — LOI Review
Company: SaaS B2B · €2.1M revenue
Offer: €4.2M (2× revenue multiple)
Analysed: May 2026
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VALUATION ASSESSMENT
Offer: €4.2M · 2× revenue multiple
Market range: 2.5×–4× for B2B SaaS
Verdict: ⚠️ BELOW MARKET
Estimated fair value: €5.25M–€8.4M
Negotiation upside: €1.05M–€4.2M
⚠️ 4 CLAUSES TO NEGOTIATE:
① Earn-out: 40% of price (€1.68M) tied to 3yr targets — unusually high. Market standard: 15–25%. → Negotiate: reduce to 20% max.
② Non-compete: 5 years, worldwide — excessive. Standard: 2–3 years, regional. → Negotiate: 3 years, EU only.
③ Warranty period: 5 years — above standard (2–3 years). → Negotiate: 3 years maximum.
④ Price adjustment: no cap on working capital adjustment. → Negotiate: cap at €150,000.
💬 YOUR COUNTER-POSITION: We welcome the offer and are committed to completing this transaction. We would like to propose the following adjustments before proceeding...
✅ RECOMMENDATION: Counter at €5.8M with earn-out capped at 20% on 2yr targets.
Report
Analysis delivered
€149
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Confidential
M&A advisors charge €500/hour. Most SME owners cannot afford the advice they need most.
Earn-out structures, working capital adjustments, warranty caps, non-compete scope — these clauses can cost you hundreds of thousands. Most SME owners sign LOIs without fully understanding what they are committing to.
A proper LOI review from an M&A lawyer costs €2,000–5,000. A financial advisor adds another €3,000–10,000. For a €500,000 deal, that is 2–3% in fees before the deal even closes. DealScout surfaces the same red flags for €149 — before your advisor meeting.
Earn-out conditions that are nearly impossible to hit. Non-competes that lock you out of your own industry for 5 years. Warranty periods that expose you to claims years after you have moved on. DealScout finds them all — before you sign.
After payment, you receive a simple secure form by email. Paste your LOI, term sheet, or acquisition offer. Add a brief context note. No formatting needed.
⚡ 5 minutes to submitOur AI reads every clause, compares against M&A market standards, flags what is above, below, or at market, calculates your financial exposure on each point, and identifies your negotiation leverage.
🤖 AI-powered analysisYour full analysis is saved to your private DealScout dashboard with a shareable link and printable view (Print / Save) — clause by clause, risks, counter-position, and printable download whenever you need it.
📬 Email + client dashboardDealScout analyses every critical element of your M&A document — so you know exactly where you stand before you negotiate.
Enterprise value, revenue multiples, EBITDA multiples, asset vs share deal structure. Is the offer fair? What is the market range for your sector?
Earn-out percentage, target metrics, measurement period, dispute resolution. What percentage is at risk? Are the targets realistic?
Duration, geographic scope, activities covered, penalties. Is it standard? Is it enforceable? What are you giving up?
Warranty scope, indemnity caps, basket and de minimis thresholds, survival period. What are you liable for after closing?
Target working capital, measurement methodology, adjustment cap or floor. Are you exposed to an uncapped downside?
Regulatory approvals, MAC clauses, financing conditions, third-party consents. What can kill this deal?
Key person clauses, retention bonuses, handover period, good leaver/bad leaver provisions. What are you committed to after closing?
Exclusivity period, long-stop date, break fees. Are you locked in? What happens if the deal falls through?
Representative examples for illustration. Results depend on facts, negotiation, and professional advice.
“I was about to sign a LOI with a 45% earn-out on 3-year targets. DealScout flagged it immediately — market standard is 15-25%. I renegotiated to 20% on 2-year targets. That is €280,000 more in certain cash at closing.”
€280,000 recovered · Earn-out renegotiated
“The non-compete in my LOI covered 5 years worldwide. I would have been locked out of my own industry globally. DealScout caught it. Now it is 3 years, EU only.”
Non-compete: 5yr worldwide → 3yr EU
“Our M&A lawyer charged €3,500 to review the same document. DealScout gave me the same red flags for €149, the day before our meeting. I walked in prepared.”
€3,351 saved · Red flags before meeting
Try a free AI preview on your LOI or term sheet — then unlock the complete €149 analysis with counter-position and printable dashboard view when you are ready.
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Secure payment via Stripe, then submit your document. Full analysis by email and dashboard.
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M&A lawyer LOI review: €2,000–5,000. DealScout full analysis: €149.
Not satisfied? Full refund within 14 days of purchase — email hello@stackedge.ai.
Any M&A document in text form: letter of intent (LOI), term sheet, heads of terms, acquisition offer, share purchase agreement (SPA) for review, memorandum of understanding (MOU). Paste the full text — no formatting needed.
After payment, you receive a secure form by email within 5 minutes. Paste your document and add a brief context note. Your complete analysis is saved to your private client dashboard with a shareable link and printable view (Print / Save).
Open Dashboard in the menu (or go to /dashboard), enter the email address you used at Stripe checkout, and confirm the one-time code we send you. You can review every analysis, open the printable view (Print / Save), and copy your counter-position.
DealScout provides AI-powered clause analysis to help you understand your document before negotiating. Results are available in your dashboard with a shareable link and printable view for informational use.
Yes. Your source document is processed securely and not kept after analysis. We store only your completed analysis in your private dashboard so you can access it with your checkout email.
English, French, Spanish, German, Italian, and Portuguese. You can submit documents in any language and receive your analysis in your preferred language.
Yes. €149, once, for one complete analysis. No subscription. Each new document requires a new analysis.
The free preview analyses up to 4,000 characters of your document and shows valuation, up to 2 risk clauses, and your top 2 priorities in your dashboard. One preview per email every 30 days. Upgrade to €149 for the full analysis, counter-position, walk-away list, and printable dashboard view.
Yes. If the full €149 analysis does not meet your expectations, contact us within 14 days of purchase for a full refund. No questions asked.
€149. One complete M&A analysis. Counter-position drafted. Delivered by email.
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