Assess whether integration costs were sandbagged in the CIM (2d4f4a)

Situation

A Phase II that found groundwater impact put post-merger systems-integration risk register in front of carve-out separation lead in a PE platform evaluating a founder-led SaaS add-on. This M&A Due Diligence / Separation and Integration close is integration costs were sandbagged from post-merger systems-integration risk register, and the live options are Proceed, Reprice, Walk.

Decision

Carve-out separation lead in a PE platform evaluating a founder-led SaaS add-on must choose Proceed / Reprice / Walk / Hold using post-merger systems-integration risk register after a Phase II that found groundwater impact.

Hypotheses to test

• The population in post-merger systems-integration risk register is the one a Phase II that found groundwater impact named, so Proceed follows for this Separation and Integration file.
• The population in post-merger systems-integration risk register is adjacent only to a Phase II that found groundwater impact; Reprice is the honest M&A Due Diligence call.
• A PE platform evaluating a founder-led SaaS add-on already contained a Phase II that found groundwater impact before post-merger systems-integration risk register arrived; no new Separation and Integration path.
• Provenance on post-merger systems-integration risk register after a Phase II that found groundwater impact is broken; do not pick Proceed or Reprice yet.

Analysis required

• Name the document carve-out separation lead still needs before signing.
• Test whether a Phase II that found groundwater impact is a diligence gap, a price chip, or a walk-away.
• Separate a one-off add-back from a recurring earnings issue in post-merger systems-integration risk register.
• For this M&A Due Diligence Separation and Integration file, read post-merger systems-integration risk register against a Phase II that found groundwater impact and write the one fact that would move integration costs were sandbagged for carve-out separation lead.

Recommendation

Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Separation and Integration packet (post-merger systems-integration risk register after a Phase II that found groundwater impact). The follow-on Separation and Integration action is what carve-out separation lead does next: implement the option, assign an owner, and log the missing fact.