| Client | Middle-market private equity firm |
| Target | Corporate travel management (TMC) company |
| Engagement | Post-LOI commercial due diligence |
| Primary Research | 51 in-depth interviews with corporate travel decision-makers |
| Buyer Profile | Corporate travel, procurement, and finance leaders across enterprise and mid-market employers |
| Timeline | Two weeks from kickoff to final deliverable |
| Outcome | Client acquired the Target for $6.3B |
Commercial due diligence is often viewed as a point-in-time exercise designed to validate an investment thesis before closing. At Strategex, we believe it should accomplish much more. The same commercial insights that strengthen an investment decision should also establish the value creation priorities that drive enterprise value after the transaction closes.
In this engagement, Strategex conducted 51 in-depth interviews with corporate travel decision-makers to answer the questions off-the-shelf market research could not. The result was greater conviction for the investment committee, a clearer understanding of commercial risk, and a prioritized roadmap management could begin executing on Day One.
BACKGROUND
Following the signing of a Letter of Intent (LOI), a middle-market private equity firm engaged Strategex to conduct commercial due diligence on a leading corporate travel management (TMC) company.
Corporate travel management providers help organizations manage business travel, enforce travel policies, negotiate supplier relationships, and control one of their largest discretionary operating expenses.
On paper, the investment appeared straightforward: recurring revenue, sticky enterprise accounts, and a post-pandemic travel recovery creating favorable market conditions. But the investment thesis ultimately hinged on questions that syndicated market research couldn't answer. Was the recovery durable or simply a short-lived rebound? Was customer revenue truly as sticky as reported retention suggested? And over a five-year investment horizon, what would distinguish the platforms positioned for sustained growth from those quietly losing their most valuable customers?
The challenge: the real story lives inside the buyer's head
Corporate travel management is a category where published market data tells only part of the story. Seller metrics can paint a compelling picture right up until customer behavior begins to shift. Retention appears healthy until key accounts leave. Customer satisfaction remains high even as organizations quietly prepare competitive RFPs. The factors that ultimately determine enterprise value (why customers stay, why they leave, how much value they actually realize, and where revenue leakage occurs) can only be understood by speaking directly with the people responsible for managing corporate travel.
That became the foundation of our commercial due diligence approach. Rather than relying solely on secondary research, we engaged the market's decision-makers to transform individual customer conversations into a quantified view of commercial reality. This is where Strategex's Commercial Intelligence methodology creates value. Commercial due diligence is a core application of Strategex's Commercial Intelligence methodology, combining primary market research, customer insight, and commercial expertise to help investors make better decisions before a transaction and identify greater opportunities for value creation after close.
Our approach: primary research at scale, engineered for signal
We conducted 51 in-depth interviews with corporate travel, procurement, and finance leaders representing global enterprises and mid-market organizations across a deliberate mix of industries and travel profiles. The sample was designed, not simply gathered. We intentionally balanced heavy and light travel programs, sophisticated and less mature buyers, and organizations at different stages of the post-pandemic recovery. The result was a research sample capable of producing findings an investment committee could confidently rely upon.
The interviews followed a semi-structured methodology that combined analytical consistency with the flexibility to explore the unique circumstances of each organization. We maintained a rigorous evidentiary standard: every major finding was supported by multiple decision-makers and reinforced through direct customer quotations. The result was not simply a market study, but a defensible view of commercial reality grounded in the voice of the customer.
This disciplined approach reflects Strategex's philosophy that commercial due diligence should be grounded in primary market evidence—not assumptions—giving investors greater confidence before close while providing management with a stronger foundation for value creation after the transaction.
What we found: four frameworks that reframed the investment thesis
The value of commercial due diligence is not a stack of observations, but a small number of commercially meaningful insights that reshape investment decisions and continue to guide value creation long after the transaction closes.
Great commercial due diligence doesn't produce more information. It produces greater conviction.
We distilled 51 executive conversations into four commercial frameworks that strengthened the investment thesis, informed the investment committee's decision, and established clear priorities for management after close.
1. Capture rate is the truest measure of value. And risk.
Capture rate, or the percentage of an employer's travel spend that flows through its TMC, ranged from 10% to 100% across the organizations we interviewed, with a median in the low-to-mid 90s. That variation was not noise; it was the story.
Organizations with capture rates above 90% consistently viewed their TMC as a strategic partner, crediting the platform with measurable savings, stronger policy compliance, and broader service capabilities. Organizations below 70% viewed their TMC primarily as a booking platform and were significantly more likely to be evaluating alternatives.
For the investment team, the implication was clear: capture rate proved to be a more reliable leading indicator of customer loyalty than reported satisfaction scores. It measures customer behavior, not customer sentiment, and it reflects the capabilities that ultimately determine retention, renewal, and long-term revenue durability.
2. Revenue leakage is structural and every leak is a roadmap item.
The travel spend that escapes a TMC almost always traces back to one of three causes: direct bookings driven by loyalty programs, international travel where content coverage is limited, and executive policy exceptions. The insight that mattered most was that each source of leakage mapped directly to a specific, addressable product or policy gap.
Revenue leakage is not simply a cost of doing business. It is an under-monetized backlog. That reframing transformed a diligence concern into a value creation opportunity, giving the investment team a prioritized roadmap for product enhancement, customer retention, and future revenue growth.
3. The customer base sorts into three tiers, and the mix predicts revenue quality.
We closed every interview with a simple question: Is your TMC a strategic partner, an important service provider, or simply a booking platform? The responses divided into roughly equal thirds, revealing a framework that proved highly predictive of customer quality and revenue durability.
The three tiers aligned closely with capture rates and account stickiness. Organizations that viewed their TMC as a strategic partner were more likely to expand their relationship and renew long term. Those that viewed it primarily as a booking platform were far more likely to be evaluating alternatives or preparing for a competitive RFP.
For the investment team, the implication was significant: the distribution of customers across these three tiers proved to be a stronger leading indicator of revenue durability than reported retention alone. It revealed not only how customers behaved today, but how likely they were to behave tomorrow; a distinction that can only be uncovered through commercial due diligence grounded in direct customer conversations.
4. Accounts do not churn on satisfaction; rather, they churn on events.
Switching in this category is driven by events, not sentiment. Accounts rarely leave because satisfaction gradually declines. They switch when a triggering event creates an opportunity to reconsider the relationship: contract renewals, cost-reduction initiatives, significant service failures, or changes in ownership. Private equity transactions, in particular, consistently triggered a fresh evaluation of incumbent providers.
Just as important, our research showed that the forces encouraging customers to switch are often more visible than the forces keeping them in place. Change management, data migration, system integration, and user adoption create significant switching friction that protects incumbents far more than traditional satisfaction metrics suggest.
For the investment team, the implication was twofold: customer relationships were more resilient than headline satisfaction scores implied, while challengers that reduced implementation complexity and accelerated onboarding gained a disproportionate share of new business. Understanding both the triggers for change and the friction that prevents it provided a more realistic view of competitive risk and future growth opportunities.
Taken together, these four frameworks replaced traditional diligence metrics with leading commercial indicators. Rather than simply validating the investment thesis, these four frameworks provided the investment team with a clearer understanding of revenue durability, customer behavior, and the commercial priorities most likely to create enterprise value after close.
RESULTS
Transforming While Transacting: Bridging Due Diligence to Value Creation
Great commercial due diligence doesn't end with an investment decision. It establishes the commercial priorities that create enterprise value after the transaction closes. The same customer insights that strengthened the investment thesis also produced a prioritized value creation agenda that management could begin executing on day one.
Four strategic priorities emerged:
1. Tier Migration
Increase the share of strategic-partner accounts by closing the capability gaps that keep customers operating as transactional users rather than long-term partners.
2. Policy Engine Depth
Strengthen compliance and policy-management capabilities to improve capture rates, reinforce customer value, and increase retention
3. Content & Connectivity
Expand international content and modern airline connectivity to address the largest source of revenue leakage while supporting the fastest-growing areas of customer demand.
4. Implementation Excellence
Reduce implementation complexity and onboarding friction, both being factors our research showed often influence buying decisions more than incremental product features.
Each recommendation traced directly back to evidence gathered from decision makers rather than internal assumptions. The result was more than a commercial due diligence report; it was an evidence-based roadmap for value creation.
That is the difference between commercial due diligence that simply validates an investment thesis versus commercial due diligence that creates conviction before close and enterprise value during the hold.
Learn More About our Commercial Due Diligence Offering