Assess whether related-party sales should be backed out of valuation (3f17fe)

SITUATION A public acquirer facing HSR and sector regulators cannot treat a founder who will not sign a non-compete as incidental context on related-party revenue that disappears at close. Commercial-diligence partner must close related-party sales should be from that extract under M&A Due Diligence / Separation and Integration.

DECISION Commercial-diligence partner in a public acquirer facing HSR and sector regulators must choose Proceed / Reprice / Walk / Hold using related-party revenue that disappears at close after a founder who will not sign a non-compete.

HYPOTHESES TO TEST 1. Related-party revenue that disappears at close reads as Proceed once a founder who will not sign a non-compete is lined up to the same M&A Due Diligence population. 2. Related-party revenue that disappears at close is closer to Reprice after a founder who will not sign a non-compete; Proceed would over-claim this Separation and Integration extract. 3. Walk is still live in related-party revenue that disappears at close for commercial-diligence partner in a public acquirer facing HSR and sector regulators. 4. Related-party revenue that disappears at close is missing the fact commercial-diligence partner needs after a founder who will not sign a non-compete; stop this M&A Due Diligence close.

ANALYSIS REQUIRED 1. Test whether a founder who will not sign a non-compete is a diligence gap, a price chip, or a walk-away. 2. Separate a one-off add-back from a recurring earnings issue in related-party revenue that disappears at close. 3. Map reps, earnout mechanics, and integration risk a public acquirer facing HSR and sector regulators would inherit. 4. For this M&A Due Diligence Separation and Integration file, read related-party revenue that disappears at close against a founder who will not sign a non-compete and write the one fact that would move related-party sales should be for commercial-diligence partner.

RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Separation and Integration packet (related-party revenue that disappears at close after a founder who will not sign a non-compete). The follow-on Separation and Integration action is what commercial-diligence partner does next: implement the option, assign an owner, and log the missing fact.

COMMAND RETURNS - Bottom-line M&A Due Diligence option on related-party sales should be, then the evidence in related-party revenue that disappears at close, then the action for commercial-diligence partner - Hypothesis scorecard against related-party revenue that disappears at close: supported / rejected / untestable - Missing page in related-party revenue that disappears at close after a founder who will not sign a non-compete, if any - Regulatory or exam hook Separation and Integration would cite