About Services The 5Angle Diagnostic Brand Retained Advisory Pre-Sale Advisory Acquisition Prep Who We Serve Amazon Economics Book a Call
For PE Firms & M&A Advisors

Amazon is material to the deal.
Is your due diligence keeping up?

Most PE firms evaluate Amazon revenue the same way they evaluate any revenue channel — verify the numbers and move on. That approach has cost investors millions. When Amazon is a material driver of brand value, the channel deserves specialist due diligence that goes far deeper than a P&L reconciliation.

Principal-led by Shabbir Sharaf. Supported by a curated associate network of ex-Amazon, ex-Microsoft, ex-Boeing, and ex-Starbucks operators for specialist depth.
Every engagement is conducted under NDA. All deal and financial information remains strictly confidential.
For active deal situations, indicate urgency in your message. We respond within 4 business hours.
3 Tiers
Quick Scan to Enterprise
5–14
Day Delivery
Pre-LOI
Available
The Problem

What happens when PE firms skip Amazon-specific due diligence

Amazon is not a passive sales channel. It is an active, fee-heavy, algorithm-driven platform that changes the economics of any brand it touches. The risks that standard financial due diligence misses are exactly the risks that destroy value post-acquisition.

💸
Margin Collapse Post-Close
FBA fees, PPC costs, return rates, and storage charges consume 45–55% of revenue for many brands. Reported margin rarely reflects true Amazon contribution margin. You inherit the gap at close.
⚠️
Account Health Time Bombs
Suspension risks, IP complaints, review flags, policy violations — these don't appear in financial statements. They appear 90 days post-acquisition. Account reinstatement can take months and cost millions in lost revenue.
📉
Platform Dependency Risk
A brand deriving 70%+ of revenue from Amazon has concentration risk that requires specific mitigation. Amazon controls pricing floors, listing eligibility, and customer relationships entirely. That requires specialist assessment — not a footnote in the CIM.
🏷️
PPC Architecture Fragility
Many brands are running PPC campaigns that mask organic ranking deterioration. Remove the ad spend and revenue drops dramatically. Standard due diligence never catches this because it does not examine the relationship between PPC and organic performance.
🔄
Inventory Economics Misread
FBA inventory valuation, long-term storage fees, stranded inventory, and reorder cycles create a cash position that rarely matches the balance sheet. Getting this wrong affects working capital assumptions at close.
🛡️
Brand Registry & IP Gaps
Trademark coverage gaps, Brand Registry issues, and unauthorized reseller exposure invite hijackers and counterfeiters the moment an acquisition is announced. These are fixable pre-close and catastrophic post-close.
I was in the room when FBA was designed. I have operated Amazon brands with my own capital for over 20 years. That is the depth behind every engagement we deliver.
Discuss Your Deal →
Why LWA

The advisor who has been on both sides of this platform

I was Amazon's Category Manager for Tools & Home Improvement — full P&L responsibility, thousands of sellers recruited and managed, monthly business reviews with Jeff Bezos. I was in the room when FBA was being designed, serving as the seller advocate who evaluated whether sellers would adopt it and shaped the offer before it launched.

I understand how Amazon thinks about its seller business — which sellers it values, which it considers dispensable, which relationships it invests in. That institutional knowledge informs every due diligence engagement we deliver.

Category Manager — Amazon
Full P&L responsibility for Tools & Home Improvement. Recruited and managed thousands of third-party sellers. In strategy meetings with Amazon senior leadership on the third-party seller business.
In the Room When FBA Launched
Served as the seller advocate when Amazon's product team was designing FBA. Evaluated whether sellers would adopt it. Shaped the offer from the seller's perspective before it launched.
Monthly Business Reviews with Jeff Bezos
Presented category performance and strategy in monthly business reviews with Jeff Bezos. Trained in an environment where surface-level answers had no place.
Bar Raiser · Active Operator
Bar Raiser credential — held by fewer than 2% of Amazon employees. $15M deployed operating 7 Amazon brands over 20 years. Still active on the platform daily with personal capital on the line.
Three Tiers

Right-sized for your deal timeline and complexity

Every deal is different. A pre-LOI scan requires different depth than post-LOI full diligence. Our three tiers are structured around real deal timelines — not arbitrary scope categories.

Pre-LOI · Fast
Quick Scan
5-day delivery · Scoped on enquiry
Revenue verification vs. Seller Central
Account health & suspension risk assessment
Top 10 ASIN performance review
PPC spend vs. organic ratio
Brand Registry & IP status
Red flag summary with deal implications
Go / No-Go recommendation
Complex Deals · Multi-Brand
Enterprise Package
14-day delivery · Scoped on enquiry
Everything in Standard Package
Multi-brand / multi-account analysis
International marketplace assessment
Vendor Central vs. Seller Central dynamics
Full supply chain & supplier risk assessment
Management team Amazon capability assessment
Full CIM Amazon section drafted
Ongoing advisory support through close
What You Receive

PE-grade deliverables built for your deal team

Every engagement delivers a structured report formatted for investment committee review. Your deal team can use it directly — not a list of observations, but an institutional document with a clear recommendation.

Executive Summary
One-page deal recommendation with overall risk rating, key findings, and valuation multiple impact. Written for senior stakeholders who need the bottom line immediately.
Channel Economics Report
True Amazon P&L — contribution margin per SKU after every platform fee, advertising cost, return, and storage charge. The numbers the seller's P&L does not show.
Risk Register
Categorized risk inventory — Critical, High, Medium, Low — with probability assessment, financial exposure estimate, and specific mitigation for each item.
Valuation Multiple Impact
Every material finding translated into acquisition multiple impact. Not just "this is a risk" — but "this risk justifies a 0.3x reduction in the multiple and here is why."
90-Day Post-Acquisition Roadmap
Prioritized action plan for the first 90 days post-close. Specific owners, timelines, and success metrics for every risk identified.
Opportunity Assessment
Where is the upside the seller is not capturing? Untapped ASINs, international readiness, PPC efficiency gains — with revenue impact estimates.
Illustrative Engagement Outcome

The kind of clarity we deliver.

The Situation
A PE firm in a 21-day LOI window on a consumer brand reporting $6.2M in Amazon revenue. The seller's CIM showed 26% EBITDA margin. Standard financial DD had reviewed the P&L and found nothing unusual. The deal team requested an Amazon channel assessment before proceeding.
What We Found
True Amazon contribution margin after all platform costs was 11% — not 26%. The gap was driven by PPC spend allocated off the Amazon P&L, untracked FBA storage fees, and a 28% return rate on the top revenue SKU. Additionally, 71% of revenue was concentrated in three ASINs with no brand registry protection and two active IP complaints in the account history.
The Outcome
The deal team used the findings to renegotiate. The acquisition multiple was reduced by 1.1x based on the margin restatement and risk register. The IP complaints were flagged as a condition precedent — resolved by the seller before close. The 90-day post-acquisition roadmap was incorporated directly into the 100-day integration plan.
Delivered In
9 days. Standard Package tier. Full report delivered to the investment committee in the format they required — executive summary, channel economics, risk register, multiple impact analysis, and post-acquisition roadmap. No revisions requested.
Names and specific financials are illustrative. Engagement structure and finding types are representative of real assessments.

Your LOI window is already running.

Every day without Amazon channel clarity is a day your deal team is making assumptions. We can be engaged and delivering within 24 hours of scoping.

Request a Scoping CallBack to Home