Due diligence for assets that are changing underneath the deal
Why commercial, operational and technology diligence must increasingly test future scenarios rather than validate historical performance.
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M&A strategy
Shape M&A strategy from portfolio rationale and target priorities through diligence, value creation and integration.
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Articles
Integration is where the deal thesis gets tested
How post-merger operating choices, synergy discipline and organizational readiness determine whether expected transaction value reaches performance.
Read articleFocus
Operational diligence tests whether the target can deliver the economics being bought
It examines processes, capacity, cost, supply, systems and execution constraints behind the financial and commercial case.
Build, partner or buy is a choice about control, speed and strategic dependence
Different routes create different economics, ownership rights, capability requirements and long-term constraints.
Strategic challenges
Can the target's operations support the performance assumed in the deal?
The challenge is identifying hidden constraints that may limit growth, margins, service or integration after ownership changes.
Does the deal remain strategically compelling after the assumptions are challenged?
The challenge is testing acquisition logic independently of valuation, process momentum and management enthusiasm.
POV
Most failed deals were not unknowable; they were insufficiently challenged
The discipline is to attack the investment case before the market, integration or balance sheet does it later.
A synergy without an owner, action and baseline is not value; it is optimism
Deal economics should include only benefits that can be traced to specific changes the combined business can realistically execute.
Strategic impact
Commercial diligence makes the revenue thesis more explicit and testable
Independent evidence on customers, markets and competition helps buyers assess growth quality and downside exposure.
Technology diligence makes digital constraints and investment needs more visible
Assessing systems, architecture and data helps buyers understand scalability, integration difficulty and potential remediation cost.
What we observe
Target assessments often extrapolate recent growth without testing its underlying cause
Strong historical results can conceal customer concentration, weak differentiation or favorable conditions that may not persist.
Cross-border deals often price the asset before pricing jurisdictional complexity
Foreign ownership rules, integration limits and political exposure can alter value even when the target itself remains attractive.