Executing an M&A strategy can be complex, however it is vital to create the expected value. All too often we see the expected value not delivered at the scale and pace needed. Acquirers can fail to deliver full value from a transaction, but also a seller will often lose value due to poor planning of the asset or business being sold.  

Historically, the core mandate for management was to find cost synergies and enable functional separation or consolidation. Now, as businesses make strategic investments in increasingly sophisticated digital innovations, effective technology M&A requires a much more strategic role.

Technology and cyber due diligence is particularly valuable when technology and data are a source of value creation. It should be considered if one or more of the following factors are relevant:

• Technology reliance: Where technology and data underpin core business operations are a key investment to understand. If highly customised applications and platforms are used, there may be a need to examine everything from product management and application architecture, to infrastructure, through to the development processes and operations.

• Market defensibility: Where there is unqiue market-facing technology in place there is value in differentiation analysis to identify the commercial opportunity and relative cost to replicate.

• Growth plans: Where business plans require technology to significantly scale (e.g. product or market diversification, or for technology start-ups).

• People and talent: Where the ongoing development of the product and technology relies on key staff or third parties to design, build, maintain and support (e.g. a platform business).

• Intellectual property: Understanding the investment that may be needed in cyber and resilience, as well as data governance is also important. Where loss of commercially sensitive business data, intellectual property or personal data could cause significant damage.

• Digital transformation: If digital transformation is planned or ongoing and the successful outcome is tied to future revenue and cost projections.

Our buy and sell side approach to due diligence accounts for deal timing, deal rationale, and specific focus areas. We focus on helping you to realise your deal thesis and maximise the expected outcomes.

You’re an investor / buyer of a business:

Technology and cyber due diligence validates to you how the business has assessed the value of technology to support your potential deal or investment, by verifying all information as well as understanding the lurking risks and potential value creation opportunities.

You can use this assessment to inform the deal value, prioritise risk mitigation and help to ensure effective pre and post deal planning (e.g. contract separation, establishing new operating models and optimising value).

You’re a seller of a business:

When we act on the sell-side, due diligence ensures that the investment in technology and cyber defences can be presented as a driver of value to the potential investor.

We identify the risks and potential value creation opportunities, providing a report for your perspective investors.

As you prepare for an upcoming exit or investment (e.g. T-6 months), this exercise can be performed in advance to help you understand and mitigate the potential findings of the future investor due diligence process.

We have done this before and you’re in safe hands. Our key differentiators are:

• We work at pace and highlight red flags and opportunities early to you so the impact on the transaction can be assessed and resolved where appropriate.

• Our experts use a proven framework and adopt a phased approach to ensure appropriate ‘right-sized’ coverage and assessment, whilst also ensuring the exercise is cost efficient.

• Our analysis and reporting are qualitative, but also quantified (e.g. possible remediation costs, timescales and risk exposure).

• We can seamlessly support your own team by providing full-cycle support for both investors and sellers. This includes integration and separation support, project management, as well as helping to define the future applications, infrastructure and operating model.