Dave Gilbert·November 26, 2025

When a $2.8m Acquisition Is More Like Zero to One | Dave Gilbert Interview

Dave Gilbert, a 45-year-old serial tech entrepreneur who spent 20 years building software companies (including a credit risk analytics firm for credit unions and a global cybersecurity role), bought Proven CFO — a fractional CFO and accounting firm — for $2.8m in November 2023, financed via an SBA loan, a ~15% seller note, and ~$500k of equity raised from his Twitter/ETA network in about a week. The business appeared to generate $750k EBITDA on $2.1m revenue, but post-close Dave discovered EBITDA was roughly half that figure, driven by family-member payroll addbacks that were actually real costs and a variable compensation structure for the firm's CFOs that changed materially at close. Compounding the problem, customer concentration was 30% (not the stated sub-10%), and roughly $500k of revenue walked out the door as two anchor clients departed within the first year. With only 2 of the original ~20 employees still on the team, Dave effectively rebuilt the business from the ground up: replacing under-experienced internal staff with senior fractional executives who have genuine operating track records, eliminating the physical office, building sales and marketing channels from scratch, expanding services to include fractional HR, deal sourcing, debt sourcing, and quality of earnings work, and rebranding to simply 'Proven.' Despite the chaos, he managed to preserve revenue and EBITDA at roughly acquisition-level figures and now views the experience as a demanding but valuable foundation — closer to a zero-to-one startup build than a typical ETA cash-flow acquisition.

Deal facts

purchase price: $2.8m
multiple: ~3.7x EBITDA (purchase price $2.8m on stated EBITDA of $750k)
sde ebitda: EBITDA stated as $750k at close; actual turned out to be approximately half (~$375k)
revenue: $2.1m
financing structure: SBA loan (majority) + ~$500k equity from friends/network + ~15% seller note + ~$300k working capital (part of SBA loan)
notes: Closed November 2023. Multiple SBA lenders approached simultaneously. Two banks used during process before settling on final lender. Business: Proven CFO (rebranded to Proven), a fractional CFO/accounting firm.

Why this business

Dave chose an accounting/fractional CFO business because it aligned with his analytical background (he'd built a credit risk analytics company for credit unions), he wanted something essential and recurring, and he believed owning an accounting firm would give him natural deal flow — clients whose books he managed would likely be selling in future years, giving him an inside track on acquisitions at better-than-market prices.

What's working

Over-capitalized on working capital (~$300k buffer) which provided crucial runway during the turnaround
Successfully restructured expenses and grew revenue enough to roughly maintain EBITDA and revenue at acquisition levels despite significant disruption
Rebuilt the team and service model: replaced inexperienced fractional CFOs with seasoned executives who had real operating experience (taken companies public, raised large rounds, etc.)
Expanded service offering beyond fractional CFO to include fractional HR, fractional CMO/CHRO, debt sourcing, deal sourcing, and quality of earnings work — rebranding from Proven CFO to Proven
Eliminated physical office (now virtual) to cut costs without harming client relationships
Developed working marketing and sales channels through trial and error, replacing the sellers' informal referral-only model
Long-term thesis intact: Dave knows clients who are approaching a sale, validating the deal-flow thesis over time

What's hard

EBITDA was roughly half what was underwritten (~$375k actual vs. $750k stated) due to family-member addbacks that were actually real costs, and a variable compensation model for CFOs that changed materially right after close
Customer concentration was ~30% (not under 10% as believed): two large clients representing ~$500k of $2.1m revenue departed — one due to death of the owner, one that brought work in-house after 7 years
Family members embedded in operations (parents, siblings, in-laws) created cultural and operational problems; head of operations (seller's father) was not an accountant and not the right fit, requiring difficult post-close personnel changes
The fractional CFOs had been trained up internally from bookkeeper level and lacked the real-world CFO experience that clients expected and needed — Dave had to replace nearly the entire team (only 2 of ~20 employees from acquisition remain)
Sellers had built around a 'grow your own CFO' model that was not viable for external clients wanting genuine senior executives — Dave had to rethink the entire service model from scratch
No real sales or marketing function existed; all lead generation had to be built from zero after close
Managing frequent change in a relationship-based service business caused employee anxiety and churn without the ability to move fast, since losing employees risks losing clients
SBA personal guarantee created high personal financial risk; Dave now advocates for independent sponsor route for larger, more established businesses
Letting go of sellers' family members (parents who worked at the business) was emotionally difficult and created friction

Notable quotes

I came to the conclusion that I can look for 10 years and I'm never going to find the perfect business. I have to get comfortable with hair on some businesses and what I can do to mitigate that risk.

We have had about 20 employees when we bought the company. We have two that are left from when we bought the company.

I came from zero to one, which is probably one of the reasons we didn't fail is because I came from zero to one. I knew how to start.

A turnaround is a little bit harder. From zero to one, when you're building a company where you're raising capital from venture or angels or whatever, you have a lot of smart people on your board and a lot of smart people rooting for you to succeed. When you buy a business, you're going to be by yourself. And there isn't debt.