Marketing due diligence is the pre-close evaluation of how an acquisition target actually acquires customers: what demand costs, how concentrated it is, whether the reported numbers can be trusted, and what legal exposure the marketing has already created. Impaxium delivers it as a risk-scored audit in deal time — for PE firms, search funds, and lenders.
Deal teams underwrite revenue quality to the decimal, then accept the marketing story on a management slide at face value. Nobody opens the ad accounts. Nobody verifies the tracking. Nobody checks whether the lead forms are a TCPA class action waiting for new ownership. Those risks don't show up in a trailing twelve months — they show up in month four of your hold. It's the same gap we wrote about in why private equity keeps missing the growth function.
The full source breakdown — paid, organic, referral, direct — and how much revenue rides on a single channel, a single keyword cluster, or a platform algorithm the target doesn't control. Branded versus non-brand demand, separated.
Inside the actual Google and Meta accounts: currently running campaigns, creative and claims, landing pages, disapprovals and policy strikes, wasted spend, and whether account structure survives a change of ownership.
Whether acquisition costs are stable, rising, or quietly subsidized — brand-term spend propping up ROAS, unsustainable promos, or a founder's personal network doing unpaid sales work.
An inspection of the measurement stack itself: whether reported ROAS and lead counts hold up, where conversions are double-counted, and how much of the growth story is real versus reporting artifact.
The lawsuits marketing creates: TCPA exposure in the call, text, and lead-gen flows; ADA accessibility claims against the site; FTC risk on unsubstantiated claims and undisclosed endorsements; HIPAA and state privacy statutes in regulated verticals — the same exposure map behind our marketing compliance practice.
Policy standing with Google and Meta, prior suspensions, ad accounts held in personal names, restricted-category exposure, and what happens to the pixel and audience data at close.
What breaks when the seller leaves: relationships, review responses, agency arrangements with no contract, and institutional knowledge that walks out the door on day one.
Whether rankings, review velocity, and content are defensible assets or fragile accidents — and how exposed they are to a Google core update or a competitor with a real budget.
Review authenticity and concentration across platforms, unresolved complaint patterns, and reputation liabilities that transfer to the buyer at close whether or not they're on the disclosure schedule.
Three workstreams, three different questions. Most deals run the first, some run the second, almost none run the third — and the third is where post-close surprises live.
| Question answered | Quality of Earnings | Commercial DD | Marketing DD |
|---|---|---|---|
| Are the historical earnings real? | Yes | — | — |
| Is the market big and stable enough? | — | Yes | — |
| What does a customer actually cost? | — | Partial | Yes |
| Can the reported ROAS & lead numbers be trusted? | — | — | Yes |
| How concentrated is the traffic & demand? | — | Partial | Yes |
| What legal exposure has the marketing created? | — | — | Yes |
| Does the revenue engine survive the handoff? | — | — | Yes |
Platform and add-on diligence. The audit plugs in alongside QoE and legal — a commercial read on growth durability that informs the model and the negotiating position.
You're buying one company with most of your net worth attached. The audit is the marketing operating partner you don't have — what's fragile, what it costs to fix, what belongs in the price.
An independent read on whether a borrower's revenue engine supports the debt service — concentration and demand durability, documented in language credit committees actually use.
The core questions every buyer should have answered before the price is set. The full audit goes several layers deeper on each.
A short call on the deal: target profile, timeline, what access exists, and which risks matter most to your thesis. Fixed fee agreed up front.
Read-only access to ad accounts, analytics, and CRM where available. Where access is limited, the audit works from exports, invoices, and public signals — graded by evidence quality.
Hands-on inspection across the nine risk areas — live campaigns, tracking configuration, traffic data, consent flows, pipeline — not a questionnaire the seller fills out.
Findings ranked by severity with dollar impact where it can be estimated: what kills the deal, what belongs in the price, and what's fixable in the first 100 days.
A QoE validates that historical revenue and EBITDA are real. It does not open the ad accounts, verify tracking and attribution, measure traffic or channel concentration, assess CAC trajectory, or screen for marketing-driven litigation exposure. Those sit outside the scope of financial diligence — and they're where post-close surprises actually originate.
Depending on how the deal is structured, yes. TCPA claims over texts and calls sent without valid consent, ADA accessibility claims against the website, FTC exposure for unsubstantiated advertising claims or undisclosed endorsements, and state privacy statute violations can all follow the business. The audit screens the live funnels, consent language, and claim substantiation before those liabilities become yours.
The recurring ones: a single channel carrying most of new revenue, CAC rising without explanation, ROAS propped up by brand-term spend, ad accounts held in the founder's personal name, agency reporting that can't be reconciled to the CRM, lead flows with no documented consent, and a review profile too clean to be organic. None kills a deal by itself; all of them belong in the price.
Typically one to three weeks depending on access and company complexity — comfortably inside a standard 30–60 day diligence window, so findings inform the model and the terms rather than arriving after they're set.
Limited access is itself a finding. The audit proceeds on exported reports, invoices, platform screenshots, and public-facing signals, and every conclusion is graded by the quality of evidence behind it — so you know which findings are verified and which are inferred.
Optionally. The audit stands alone, but buyers often convert the findings into a first-100-days plan — through our portfolio advisory engagement or a fractional CMO seat at the acquired company. When the company is ready for a permanent leader, our executive recruiting practice runs that search.
Share the basics — target profile, timeline, and what's driving the diligence — and we'll come back with a scoped audit plan and fixed fee. Typical response within one business day. NDAs honored as standard.
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