Service 04 / Diligence

Targeted confirmatory diligence.
Built for the post-LOI window.

Independent research verification of provider counts, license status, payer mix, clinical footprint, and competitive dynamics - surfaced before close, not after. Practitioner-built, delivered in days.

The Problem

The data room shows what management chose to include. Public sources show the rest.

Post-LOI diligence runs on management-provided information. Audited financials, rep and warranty schedules, data room documents. Those sources are necessary - they are not sufficient. They reflect what a seller prepared and organized. They do not reflect what CMS shows about provider participation, what state licensing databases show about license status and disciplinary history, what payer directories show about network inclusion, or what the competitive landscape looks like from the outside.

The research layer is the gap. It is the independent verification pass - cross-referencing what you were told against what public sources actually show. Provider counts that do not match CMS files. Payer mix claims that do not align with network participation data. A physician departure that did not make it into the data room. A PE-backed competitor that opened two locations in the target market six months ago.

Most deal teams do not run this layer systematically. Bandwidth is constrained. The QoE firm is focused on financial schedules. Legal is focused on contracts. No one is running a structured cross-check of operational claims against external public sources. That gap creates post-close surprises that were findable before the wire went out.

Confirmatory research diligence closes the gap. Delivered inside the exclusivity window, in parallel with the formal workstreams - not as a replacement for them.

What You Get

An independent verification pass - not a duplicate of the data room.

Delivered as a structured research memo with findings, flags, and recommended follow-up questions for the QoE and legal workstreams. Scope customized per engagement.

01

Provider count and license verification

NPI registry cross-reference against management-provided provider rosters. State licensing database check for active status, disciplinary actions, and any sanctions. Flags mismatches between claimed headcount and externally verifiable counts.

02

Payer mix and network participation cross-check

Directional payer mix verification against CMS participation data and payer directory inclusion. Flags concentration risk, out-of-network exposure, and material discrepancies between management representations and publicly available payer data.

03

Clinical footprint mapping

Location-level review of the target - physical footprint, capacity indicators, lease signals where publicly available, and any announced expansions or contractions. Contextualized against the sub-sector norms for the geography.

04

Competitive positioning and market dynamics

Active PE-backed consolidators in the target market, recent competitive entries, and market saturation indicators. Surfaces competitive threats that may not appear in management’s competitive overview but are visible from public sources.

05

Regulatory and compliance signals

CMS certification status, accreditation flags, any publicly disclosed investigations or consent agreements, and sub-sector-specific regulatory exposure relevant to the target’s therapy mix and billing structure.

06

Transaction risk flags and follow-up questions

A structured summary of findings that require further investigation - scoped as specific questions for the QoE firm, legal counsel, or management. Designed to integrate directly into the ongoing diligence workstream, not sit in a separate memo.

Methodology

External verification against public sources. Independent from the data room.

Confirmatory research diligence does not review the data room. It runs parallel to it - building the external view of the target from public sources that management did not curate. The research layers are:

  • Regulatory databases - CMS Provider of Services files, state licensing boards, NPI registries, accreditation databases, and sub-sector-specific oversight bodies. Checked against management representations.
  • Payer data infrastructure - CMS participation records, payer directory inclusion, and network adequacy filings where available. Cross-referenced against management’s stated payer mix.
  • Competitive intelligence - Public filings, press releases, operator websites, and local market data for competitive footprint mapping. Identifies entrants and competitive dynamics not addressed in management’s competitive overview.
  • Practitioner judgment on materiality - Not every flag requires escalation. Findings are evaluated for materiality to transaction value, post-close operating risk, and rep and warranty exposure before being presented.

Output is structured as actionable findings, not a raw data dump. Each finding includes the source, the discrepancy or risk, and a specific recommended follow-up for the relevant workstream.

Who It Fits

Built for deal teams running against an exclusivity clock.

PE-backed healthcare platforms

Add-on acquisitions moving through diligence with lean internal teams. Typical use: a platform has signed an LOI on an add-on, the corp dev team is managing the process alongside two other live deals, and a structured external verification pass needs to run in parallel with the QoE engagement - not after it closes.

Private equity funds

Platform or control acquisitions where the buy-box thesis depends on verifiable operational claims. Typical use: a fund needs independent confirmation that the target’s provider count, payer mix, and competitive positioning hold up before committing to final valuation and rep and warranty scope.

Investment banks

Buy-side representation mandates where thoroughness of diligence is a client deliverable. Typical use: a bank running a buy-side process wants an independent research verification layer that surfaces publicly-observable flags before the client signs - protecting the bank from post-close surprises tied to findable information.

Health systems

Partnership, JV, or acquisition transactions where independent external verification supplements internal review. Typical use: a health system evaluating an acquisition in an unfamiliar sub-sector or geography needs an outside view of the competitive dynamics and regulatory standing the target operates in.

Timeline

Three to five business days typical.

Most confirmatory diligence engagements complete in that window - fitting inside standard exclusivity periods. Narrow-scope targeted engagements (a single risk area or specific question) can complete in two to three business days. Full-scope multi-location targets may require five to seven. Exact timeline scoped on the discovery call.

Pricing

Fixed project fee.

Scoped by engagement depth, number of target locations, and sub-sector data availability. Standard structure: 50% deposit to kick off work, 50% net 30 on delivery. Healthcare M&AI does not use success fees, contingency compensation, or transaction-based pricing - all engagements are advisory research.

Representative Work

Recent engagements.

Client names and deal identifiers withheld. Output paraphrased to preserve confidentiality.

PE fund - platform acquisition
8-location multi-site target. 3 material discrepancies identified between management representations and external sources. Delivered in 4 business days.

A PE fund in exclusivity on a physician services platform needed an independent research verification pass before finalizing QoE scope. Delivered provider count cross-reference against NPI and state licensing data, payer participation verification against CMS files, and competitive mapping of recent market entrants not addressed in management’s competitive overview. Three findings were escalated to the QoE firm for financial investigation - one related to a payer contract that was represented as in-network but did not appear in current payer directory data.

PE-backed platform - add-on acquisition
Targeted payer mix verification and competitive landscape review. Delivered in 2 business days.

A PE-backed platform in diligence on a specialty add-on had a specific concern: management had represented a favorable payer mix that looked inconsistent with the sub-sector benchmarks in that geography. Delivered a targeted payer participation cross-check against CMS and payer directory data, along with a competitive analysis of PE-backed operators entering the market in the prior 18 months. Findings confirmed a payer concentration risk that had not been surfaced in the initial management presentation - incorporated into the rep and warranty scope before LOI expiration.

FAQ

Common questions about confirmatory diligence.

How does research diligence differ from financial or legal diligence?

Financial and legal diligence review internal records - audited financials, contracts, cap tables, employee agreements. Research diligence is the external verification layer: what public sources show about provider counts, license status, payer participation, competitive positioning, and risk signals that won’t appear in a data room. The two are complementary. Research diligence surfaces flags your QoE and legal counsel can investigate further, and catches issues that management-provided documents won’t surface on their own.

What healthcare sub-sectors does confirmatory diligence cover?

Core verticals include physician services (primary care, multi-specialty, specialty), urgent care, behavioral health, dental, ophthalmology, dermatology, oncology, and post-acute care. Scope and depth vary by sub-sector - some have richer public data infrastructure than others. Discussed during the discovery call.

When in the diligence process should this be initiated?

Immediately post-LOI, in parallel with the formal diligence workstream. Most engagements complete in three to five business days, which fits comfortably inside the exclusivity window. Initiating early means findings can be incorporated into the QoE scope, legal review priorities, and rep and warranty focus areas - not surfaced after close.

Can you scope a diligence engagement on a specific question or risk area?

Yes. Some engagements are full-scope confirmatory reviews. Others are targeted - a specific concern about provider retention, a payer concentration question, a geographic market dynamic, or a competitive threat that emerged during management meetings. Scoped on the discovery call against your specific diligence thesis.

Start a confirmatory diligence engagement.

Tell us the target, the sub-sector, and the specific risks you want verified. We’ll scope the engagement on a 25-minute discovery call and deliver inside your exclusivity window.

Start a Project Book a 25-min call