Assess whether a top customer is actually sticky (273ac4)

Situation

People and Contracts work in a public acquirer facing HSR and sector regulators now turns on a top customer is actually sticky because IT diligence showing two ERPs and no chart of accounts map put regulatory-approval critical-path calendar in play. Customer-contract risk reviewer should say what regulatory-approval critical-path calendar proves.

Decision

Customer-contract risk reviewer in a public acquirer facing HSR and sector regulators must choose Proceed / Reprice / Walk / Hold using regulatory-approval critical-path calendar after IT diligence showing two ERPs and no chart of accounts map.

Hypotheses to test

• Authorize Proceed now; regulatory-approval critical-path calendar already has the discriminator after IT diligence showing two ERPs and no chart of accounts map.
• Keep Reprice in force until regulatory-approval critical-path calendar is completed after IT diligence showing two ERPs and no chart of accounts map for customer-contract risk reviewer.
• Treat regulatory-approval critical-path calendar as Walk because both readings appear after IT diligence showing two ERPs and no chart of accounts map.
• Refuse a M&A Due Diligence close: customer-contract risk reviewer does not have the page a top customer is actually sticky turns on in regulatory-approval critical-path calendar.

Analysis required

• Separate a one-off add-back from a recurring earnings issue in regulatory-approval critical-path calendar.
• Map reps, earnout mechanics, and integration risk a public acquirer facing HSR and sector regulators would inherit.
• Tie quality-of-earnings, working-capital, and contingent items in regulatory-approval critical-path calendar to a top customer is actually sticky.
• For this M&A Due Diligence People and Contracts file, read regulatory-approval critical-path calendar against IT diligence showing two ERPs and no chart of accounts map and write the one fact that would move a top customer is actually sticky for customer-contract risk reviewer.

Recommendation

Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / People and Contracts packet (regulatory-approval critical-path calendar after IT diligence showing two ERPs and no chart of accounts map). If regulatory-approval critical-path calendar cannot force a M&A Due Diligence label under People and Contracts, stop. Do not invent pages a public acquirer facing HSR and sector regulators does not have.