Operational Due Diligence: Bridging Investment Thesis and Operating Reality
27 Aug 2026
A deal model shows the return an investor
expects. Operational
due diligence (ODD) should show whether
the business can actually deliver it.
The numbers don't execute themselves
An investment thesis rests on assumptions: revenue will
grow, margins will expand, working capital will improve, capacity will scale or
new markets will open. CDD and FDD can validate the opportunity and historical
performance but not whether the operating model can deliver those projections.
Two businesses with similar revenue and EBITDA today can have very different
prospects for sustaining and scaling them, depending on their supply chains,
processes, people and technology. At Praxis, we see ODD as the bridge
between the investment thesis and operating reality: can the business actually
get to where the investor expects it to go?
Test scalability across the supply chain
Supply-chain
diligence should test whether the network can support growth without
disproportionate increases in cost, inventory, working capital or complexity.
Assess supplier availability and concentration, capacity, lead times,
qualification timelines, production capacity, warehouse throughput and
logistics and resilience to supplier loss, price increases, seasonality and
demand changes. Capacity headroom is not scalability: a supplier may have
capacity today but be unable to support future volumes because of competing
customers, geography or quality requirements. A plant may have spare capacity
but still need utilities, shifts, manpower or downstream logistics. The
practical question is: what needs to be added, where, at what cost and by when?
A procurement benchmark gap is similarly not automatic savings; contractual
terms, specifications, supplier relationships and switching costs determine
realizable value.
Test the rollout, not just the expansion plan
A plan to
enter 20 new cities says little about whether the network can be built
profitably. ODD should go down to the micro-market and, where relevant, pincode
level: where demand sits, how competitors are positioned, what infrastructure
is required and where genuine whitespace exists. The key questions are which
micro-markets to enter, the right location, competitive intensity, required
utilization, ramp-up and break-even density. A scalable network also needs
standardized SOPs, clear ownership and KPIs covering utilization, throughput,
service levels, productivity, unit economics and ramp-up. The output is a
grounded rollout map: where to expand, where not to, the right sequencing, the
operating model to replicate and the KPIs that govern it.
Validate what happens on the ground
Management
data and SOPs are the starting point; site visits, frontline discussions,
supplier interviews, distributor and retailer conversations and benchmarking
reveal execution reality. They can surface bypassed processes, location-level
productivity differences, weaker-than-assumed supplier loyalty or practices
that work in the core geography but may not replicate elsewhere. Granularity
matters: a national view may suggest strong distribution while a micro-market
view reveals gaps; overall supplier concentration may look manageable until a
particular input or region becomes a single point of failure. The test is simple:
where does the model work, where does it not, and why?
Understand channel economics, not just reported margins
Where
distributors, dealers or retailers matter, trade practices can materially
affect growth and profitability. ODD should test distributor returns, retailer
satisfaction, territory overlaps, channel conflict, inventory and competitive
offers. Undercutting and discounting can create conflict and margin leakage. It
should also test whether reported sales growth reflects genuine end-demand or
channel loading, higher trade schemes or inventory build-up. The objective is
to reconcile reported economics with channel-level reality.
Scale controls with the business
Scaling is
not simply adding capacity or locations; the operating control environment must
scale alongside it. Standardized SOPs, clear accountability and consistent KPIs
help identify deviations before they become lower productivity, higher wastage,
weaker service or margin leakage. KPIs should connect volume, capacity, service
and economics, with thresholds, escalation mechanisms and corrective actions.
Without this discipline, expansion can create a fragmented network where each
location develops its own processes and economics.
Translate findings into the investment case
The final
test of ODD is whether findings change the underwriting. Every material finding
should answer: What did we observe? Why does it matter? What needs to change?
What will it cost? When does the impact reach EBITDA or cash flow? This could
mean earlier capex for a supply constraint, a different network sequence, a
smaller procurement opportunity than a headline benchmark suggests, or an
underappreciated margin risk. Equally, ODD can show where management's plan is
conservative where infrastructure has more scalable capacity than assumed or a
repeatable rollout model can support faster expansion. The distinction is
between theoretical potential and underwritable value: a benchmark gap, spare
capacity or ambitious rollout is not a value-creation opportunity until there
is a credible, operationally grounded path from intervention to cash.
A strong ODD does not simply tell an investor
whether operations are “good” or “bad.” It establishes whether the business can
scale at the pace, cost and economics assumed in the investment case and what
could prevent it from doing so.


