What the investment committee is actually taking on.
Financial diligence establishes what a business earns. Legal diligence establishes what it owes. Neither answers whether the technology underneath it is an asset, a liability, or a bill that has not arrived yet.
This is the technical read, written for people who have to make an investment decision rather than a technology one.
- An acquisition carries material technology risk.
- A portfolio company's costs are rising and nobody can say precisely why.
- The business case depends on the technology scaling.
- A target claims proprietary data or AI capability.
- The first hundred days need a technology plan, not a wish list.
- Something about the technical story does not quite reconcile.
Why the technical read is separate
Technology rarely kills a deal. It much more often changes what the deal is worth, or what the first two years cost, and it tends to do so quietly enough that nobody attributes it correctly afterwards.
The common pattern is not a dramatic failure. It is a business whose growth assumptions depend on systems that cannot carry them, or whose margin depends on a supplier arrangement that becomes considerably less friendly at renewal, or whose proprietary data turns out to be neither complete nor lawful to use for the purpose in the model.
None of that shows up in financial diligence, because it is not yet a number. It shows up later as one.
Asset or accumulated liability
Whether the estate supports what the business intends to do next, or quietly constrains it.
The real cost of running it
Licences, cloud, suppliers, people, and the duplicated capability nobody has counted.
Where the dependence sits
A supplier who has become structural, or one person who knows how something works and has not written it down.
Whether the data is usable
Claiming proprietary data is easy. Having data that is complete, consistent and lawful to use for the stated purpose is not.
What AI changes here
Both directions: where it could materially reduce cost, and where it could commoditise part of what the target sells.
What is hard to reverse
The commitments already made that the next owner inherits whether they like them or not.
- A memorandum in the language of the investment case, not the server room.
- The findings that should change the price, the ones that should change the plan, and the ones that are simply normal for a business of that size.
- A first-hundred-days view of what needs deciding early.
This is a technical read only. Financial, commercial and legal diligence are other people's disciplines, and the work is more useful sitting alongside them than pretending to replace them.
Why me for this
The closest case on this site is a live software estate moved in three months, carrying technical debt that had quietly become an inherited liability. That is usually the shape of what an investment committee is taking on. The wider evidence is the range: infrastructure, security, data, product, and executive ownership of budgets and suppliers. A target's problems rarely stay inside one of those either.
Read that caseRelated
Before the price is agreed.
Two or three lines: the target, the timetable, and what does not quite reconcile. LinkedIn is the single route in, on purpose.