Assess whether management can run this without the founder (3dfb23)
August 31, 2026 · SmartSolo
Situation
After IT diligence showing two ERPs and no chart of accounts map, QoE add-backs the seller marked 'normalized' is what working-capital true-up analyst can touch in a cross-border deal with earnout-heavy structure. M&A Due Diligence will live with Proceed versus Reprice on this Separation and Integration file.
Decision
Working-capital true-up analyst in a cross-border deal with earnout-heavy structure must choose Proceed / Reprice / Walk / Hold using QoE add-backs the seller marked 'normalized' after IT diligence showing two ERPs and no chart of accounts map.
Hypotheses to test
- Working-capital true-up analyst can defend Proceed from QoE add-backs the seller marked 'normalized' after IT diligence showing two ERPs and no chart of accounts map in a M&A Due Diligence challenge.
- Working-capital true-up analyst cannot defend Proceed from QoE add-backs the seller marked 'normalized'; Reprice is what the extract actually supports after IT diligence showing two ERPs and no chart of accounts map.
- IT diligence showing two ERPs and no chart of accounts map never reached the population in QoE add-backs the seller marked 'normalized' — reopen intake, do not close management can run this.
- Two facts in QoE add-backs the seller marked 'normalized' after IT diligence showing two ERPs and no chart of accounts map conflict for working-capital true-up analyst; hold this Separation and Integration file.
Analysis required
- Map reps, earnout mechanics, and integration risk a cross-border deal with earnout-heavy structure would inherit.
- Tie quality-of-earnings, working-capital, and contingent items in QoE add-backs the seller marked 'normalized' to management can run this.
- Name the document working-capital true-up analyst still needs before signing.
- For this M&A Due Diligence Separation and Integration file, read QoE add-backs the seller marked 'normalized' against IT diligence showing two ERPs and no chart of accounts map and write the one fact that would move management can run this for working-capital true-up analyst.
Recommendation
Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Separation and Integration packet (QoE add-backs the seller marked 'normalized' after IT diligence showing two ERPs and no chart of accounts map). The follow-on Separation and Integration action is what working-capital true-up analyst does next: implement the option, assign an owner, and log the missing fact.
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