Quality of Deal

You already commission a Quality of Earnings.
Who’s checking the deal?

A Quality of Earnings tests whether the numbers are real. A Quality of Deal — QoD, the way you already say QoE — tests whether the reasoning underneath the whole deal is sound.

The Quality of Earnings ends with the statements. What it does not do, because it was never asked to, is tell you whether the deal makes sense.

Anyone buying a business in the lower middle market already knows what a Quality of Earnings is. A specialist takes the seller’s financials apart and tells you whether the earnings are real: what is recurring, what is one-time, what the owner has been running through the business, what the working capital actually looks like once you normalize it. More and more of that work now starts before the letter of intent, with software doing the first pass in minutes. It is getting faster. It is still a question about the numbers.

And it stops where the numbers stop. That is not a limitation — it is the definition of the work. Legal diligence does the same thing from the other side: it names the facts about what you are buying and what you are exposed to.

Neither one tells you whether the pieces land the way you have assumed they will. Whether the thing you are most confident about is something you verified, or something that stopped looking like an assumption around week six because you had been carrying it so long.

That gap is not a failure of diligence. It is the shape of diligence.

The name, and what it names

A good category name identifies an object and a test. Quality of Earnings: the object is earnings, the test is quality. Nobody has to be told twice what it does.

Quality of Deal works the same way.

The object

The deal, taken as a whole. The assumptions underneath the price, the structure, the people, the first hundred days.

The test

Whether what the buyer believes about it has been verified, or has merely gone unchallenged.

The work is on the architecture of the decision: which assumptions are load-bearing, which have been tested, and which have been carried long enough to feel tested.

A Quality of Earnings has a boundary drawn around it: the earnings. Legal diligence has one too: the exposure. Both are complete inside their scope, and neither was built to leave it. A Quality of Deal has a different object — not a component of the deal but the deal itself, and whether the components hold together. It runs in the same window, on the same evidence, asking the question none of them was hired to ask. The accountants and the attorneys are not the competition here. Nothing in this replaces what they do.

What a Quality of Deal is not

For a while this work went by decision architecture, which is accurate and which nobody on the buy side of a deal has a budget line for.

The name arrived at two in the morning on July 25, 2026, in a message to an advisor working the same line from the accounting side. He had asked a fair question the day before: publisher, service provider, or advisor? What finally came out, typed to one person with no one to perform for, was that it was closer to advisor but narrower — that where a Quality of Earnings tests whether the numbers are real, this tests whether the reasoning underneath the whole deal is sound.

He wrote back that morning, put the name in quotation marks, and gave it a definition that has been used ever since.

The layer above traditional diligence.

Mark Hirsch, Founder of TrueQoE

Then, without being asked, he wrote out the question he actually cared about: not whether the numbers are correct, but whether, given everything known, this business should be bought — under what conditions, and at what price. That is the Quality of Deal question, written back by someone building pre-LOI financial diligence technology, on the day the name was coined.

Above was the word on day one, and it is his, so it stays. The framing has since moved. A year of working the question against live deals put the work beside the other disciplines rather than over them: same window, same evidence, a different question, and no standing to grade anyone else’s file. The difference is scope, not rank.

When it matters, and when it is too late

The honest answer is a curve, not a date.

Before the letter of intent

This work changes the price.

Between the LOI and signing

It changes the decision. You can still walk, restructure, or ask the question that has been sitting unasked.

After close

It changes only the integration.

Around a hundred days in

It stops being decision work at all.

So it is never too late to learn what you missed. It is frequently too late for that knowledge to be worth what it would have been worth a month earlier. The window with the most leverage is the one where the numbers are in and the signature is not yet on.

Where it runs, and who runs it

Quality of Deal is the category. Decision Signal is the practice that performs one. Which engagement applies turns on a single fact: whether the letter of intent has gone out.

Before the LOI. The load points can be traced, against the buyer’s own reasoning and the material already in hand. No seller contact is required, because the object is the thesis rather than the company. That engagement is the Thesis Test.

After the LOI. The same load points are tested, against real diligence material, at the depth the decision warrants. That is a Quality of Deal engagement, run by Decision Signal.

Same instrument, different evidence. No fee appears on this page, deliberately: terms belong to a practice, not to a category.

Before you talk to anyone — run the Ledger.

The Known vs. Assumed Ledger is a twelve-question instrument for a live deal. It separates what you have verified from what you have assumed — dressed as known — and takes about twenty minutes against a deal you are actually in.

It will not resolve the assumptions. It will tell you how many you are carrying, which ones are load-bearing, and whether the gap between what you know and what you have assumed is one you can live with.

Free with a subscription to the Decision Signal Journal.
It arrives with the welcome note, immediately.

Get the Ledger

The category piece is published in the Journal.

You have always had unknowns before close.
Now the gap has a name.

Decision Signal is the practice that runs a Quality of Deal.

See the practice