Transaction diligence
Pre-exit technology readiness
Technology in good order for a sale, whether you are preparing ahead of time or already in a process.
Duration
Phased ahead of a sale, or compressed for a live process
Fee shape
Retained, or scoped to the engagement
Suits
Founders, family-owned businesses, and PE portfolio companies, preparing for a sale or already in one
Typical client size
Technology spend above £500k a year, a sale planned or under way
When this engagement applies
The technology issues that depress sale multiples are usually known long before a deal goes to market: licensing that will not bear scrutiny, a cyber position that will not survive diligence, architecture that will not scale to the forecasts, and knowledge held in too few heads.
Some commission this well ahead of a defined exit. Others call mid-process, when a buyer's diligence has surfaced technology questions they did not expect and need answered fast, without derailing the deal.
What I assess
Done early, the aim is not to fix everything at once. It is to get the technology into the shape a buyer expects, paid for out of the normal budget rather than under deal pressure.
Five areas of focus:
- Licensing and supplier hygiene
- IP ownership and open-source licences, sorted before a buyer finds the gaps
- Cyber, ready for the buyer's diligence
- Architecture and technical debt that could knock the price
- Documentation, and reliance on too few people
If a process is already live, the work shifts from preparing to responding: sell-side due diligence, help through the data room, and dealing with what the buyer has flagged.
What you get
- An initial assessment of the technology estate against likely buyer diligence
- A prioritised, sequenced plan to get the estate ready
- Reviews against the plan, as often as the timeline needs
- A vendor-side technology summary for the data room, ready for the sell-side adviser
- A short briefing to the management team on what a buyer will look at and how they will look at it
- In a live process: support responding to buyer diligence, and sell-side input on technology warranties and disclosures
Delivery
Ahead of a sale: an initial assessment, a prioritised plan, and a leadership briefing up front, then reviews as the work progresses. Roughly fifteen to twenty days at the start, lighter after, with a final readiness check before launch.
In a live process: a compressed engagement scoped to the deal timetable, working alongside the corporate finance and legal advisers to answer the buyer's questions and keep things moving.
Fees and duration
The initial assessment and reviews are scoped individually, with the option of a retained fee for the duration.