Assess whether integration costs were sandbagged in the CIM (62ef7d)

Situation

Environmental diligence manager in a roll-up of three regional service companies has one working extract — customer concentration and termination-for-convenience clauses — after IT diligence showing two ERPs and no chart of accounts map. If customer concentration and termination-for-convenience clauses cannot support integration costs were sandbagged, the honest M&A Due Diligence output is hold.

Decision

Environmental diligence manager in a roll-up of three regional service companies must choose Proceed / Reprice / Walk / Hold using customer concentration and termination-for-convenience clauses after IT diligence showing two ERPs and no chart of accounts map.

Hypotheses to test

• The population in customer concentration and termination-for-convenience clauses is the one IT diligence showing two ERPs and no chart of accounts map named, so Proceed follows for this Separation and Integration file.
• The population in customer concentration and termination-for-convenience clauses is adjacent only to IT diligence showing two ERPs and no chart of accounts map; Reprice is the honest M&A Due Diligence call.
• A roll-up of three regional service companies already contained IT diligence showing two ERPs and no chart of accounts map before customer concentration and termination-for-convenience clauses arrived; no new Separation and Integration path.
• Provenance on customer concentration and termination-for-convenience clauses after IT diligence showing two ERPs and no chart of accounts map is broken; do not pick Proceed or Reprice yet.

Analysis required

• Test whether IT diligence showing two ERPs and no chart of accounts map is a diligence gap, a price chip, or a walk-away.
• Separate a one-off add-back from a recurring earnings issue in customer concentration and termination-for-convenience clauses.
• Map reps, earnout mechanics, and integration risk a roll-up of three regional service companies would inherit.
• For this M&A Due Diligence Separation and Integration file, read customer concentration and termination-for-convenience clauses against IT diligence showing two ERPs and no chart of accounts map and write the one fact that would move integration costs were sandbagged for environmental diligence manager.

Recommendation