Run acquisitions and investments with a disciplined, senior‑led diligence program that surfaces risks early, quantifies impact, and builds a clear remediation plan—so your deal terms, pricing, and post‑close integration are based on evidence, not assumptions.
Scope and focus areas
- Corporate and legal: formation documents, share capital/cap table, authorizations, group structure, related‑party links, licenses and permits, litigation, and compliance posture.
- Financial and tax: quality of earnings, working capital normalization, debt and off‑balance items, contingent liabilities, indirect/direct tax compliance, reconciliations, and exposure mapping.
- Commercial and market: key customers and concentration, churn, pricing power, pipeline quality, supplier dependencies, and competitive positioning.
- Contracts and obligations: material customers/suppliers, change‑of‑control, exclusivity, MFN, indemnities, liquidated damages, and termination risk.
- Employment and incentives: headcount and critical roles, contracts and policies, ESOP/RSU terms, POSH/compliance, gratuity/EOSB accruals, and immigration status.
- IP, technology, and data: ownership/assignments, open‑source use, licenses, security posture, privacy controls, and incident history.
- Assets and real estate: title, encumbrances, leases, fit‑out obligations, maintenance liabilities, and environmental or zoning issues.
- Regulatory and ESG: sector approvals, sanctions/AML, health and safety, product/advertising, ESG disclosures, and governance practices.
How we work
- Calibrated scoping: risk‑based checklist aligned to deal thesis, value drivers, and timeline.
- Data room discipline: requests by tranche, red‑flag reporting, and rolling Q&A to keep momentum.
- Quantify and negotiate: link every issue to value—price adjustments, escrows, special indemnities, covenants, and CP/CS lists.
- Integration handoff: convert findings into a 90‑day plan with owners, milestones, and remediation budgets.