Assess whether a top customer is actually sticky from management-team

Situation

The desk packet is management-team retention and key-person map after a Phase II that found groundwater impact. Environmental diligence manager in a health-system acquiring a specialty practice has to name Proceed or Reprice for this M&A Due Diligence Earnings and Revenue Quality file.

Decision

Environmental diligence manager in a health-system acquiring a specialty practice must choose Proceed / Reprice / Walk / Hold using management-team retention and key-person map after a Phase II that found groundwater impact.

Hypotheses to test

• Authorize Proceed now; management-team retention and key-person map already has the discriminator after a Phase II that found groundwater impact.
• Keep Reprice in force until management-team retention and key-person map is completed after a Phase II that found groundwater impact for environmental diligence manager.
• Treat management-team retention and key-person map as Walk because both readings appear after a Phase II that found groundwater impact.
• Refuse a M&A Due Diligence close: environmental diligence manager does not have the page a top customer is actually sticky turns on in management-team retention and key-person map.

Analysis required

• Separate a one-off add-back from a recurring earnings issue in management-team retention and key-person map.
• Map reps, earnout mechanics, and integration risk a health-system acquiring a specialty practice would inherit.
• Tie quality-of-earnings, working-capital, and contingent items in management-team retention and key-person map to a top customer is actually sticky.
• For this M&A Due Diligence Earnings and Revenue Quality file, read management-team retention and key-person map against a Phase II that found groundwater impact and write the one fact that would move a top customer is actually sticky for environmental diligence manager.

Recommendation

Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Earnings and Revenue Quality packet (management-team retention and key-person map after a Phase II that found groundwater impact). If management-team retention and key-person map cannot force a M&A Due Diligence label under Earnings and Revenue Quality, stop. Do not invent pages a health-system acquiring a specialty practice does not have.