Post-close validation and the DD improvement loop
The final workstream. 100-day validation testing the DD thesis against operating reality. Six-month retrospective feeding the next transaction's scoping.
The final workstream. 100-day validation testing the DD thesis against operating reality. Six-month retrospective feeding the next transaction's scoping.
How the deal gets paid for, what covenants the financing carries, and what stops closing after signing. Debt sizing, MAC clauses, and refinance stress.
CIM decks describe AI-DC targets by MW nameplate and rack counts. Diligence lawyers find the deal-killers in the workstreams CIMs skip: regulatory approval risk, FDI screening exposure, environmental legacy liability, cyber posture at Day 1 integration.
How DD findings translate into the transaction paper. Structure choice, R&W with insurance, escrow with DD-informed carve-outs, earnout mechanics.
Corporate structure, material contracts, change-of-control provisions, non-compete enforceability, IP filings and freedom-to-operate, litigation exposure. Where the deal thesis meets the paper record.
The workstream that tests whether the target's people, culture, and systems can execute what the other workstreams describe. Where post-close value destruction most often begins.
Capex per dollar of revenue growth, incremental vs average unit economics, three downside scenarios, compound stress, and the refinancing risk on 2020-2022 vintage debt.
The workstream testing whether reported financials describe the underlying business. Add-back discipline, dynamic working capital modelling, and the OEM balance-sheet financing that CIMs under-disclose.
Capacity vs demand, yield analysis, IP audit across four categories, and tier 1/tier 2 supply chain audit. Where technical DD tests the product, this workstream tests the business making it.
The fourteen workstreams inverted for the target. Not a data-room checklist — a seller-side self-diligence and buyer-simulation system. Run the buyer's questions on yourself before the buyer asks. Includes the CIM Claim Register, five-part remediation taxonomy, and DD-ready test.
The interrogation layer of the DD framework. Not a checklist. 250 candidate questions organised by workstream and AI Power Chain layer, designed to branch as findings emerge. WS01 activates the right subset. Includes the Killer 42.
Three tests: current product against customer specs, roadmap credibility by evidence tier, differentiation audit against decision thresholds. Plus bench work priorities per layer.