Commercial-diligence partner must resolve whether a top customer is actually
August 31, 2026 · SmartSolo
Situation
Commercial-diligence partner in a strategic buyer looking at a carve-out from a conglomerate has one working extract — revenue-quality bridge from bookings to cash — after add-backs that are just delayed opex. If revenue-quality bridge from bookings to cash cannot support a top customer is actually sticky, the honest M&A Due Diligence output is hold.
Decision
Commercial-diligence partner in a strategic buyer looking at a carve-out from a conglomerate must choose Proceed / Reprice / Walk / Hold using revenue-quality bridge from bookings to cash after add-backs that are just delayed opex.
Hypotheses to test
- Authorize Proceed now; revenue-quality bridge from bookings to cash already has the discriminator after add-backs that are just delayed opex.
- Keep Reprice in force until revenue-quality bridge from bookings to cash is completed after add-backs that are just delayed opex for commercial-diligence partner.
- Treat revenue-quality bridge from bookings to cash as Walk because both readings appear after add-backs that are just delayed opex.
- Refuse a M&A Due Diligence close: commercial-diligence partner does not have the page a top customer is actually sticky turns on in revenue-quality bridge from bookings to cash.
Analysis required
- Tie quality-of-earnings, working-capital, and contingent items in revenue-quality bridge from bookings to cash to a top customer is actually sticky.
- Name the document commercial-diligence partner still needs before signing.
- Test whether add-backs that are just delayed opex is a diligence gap, a price chip, or a walk-away.
- For this M&A Due Diligence People and Contracts file, read revenue-quality bridge from bookings to cash against add-backs that are just delayed opex and write the one fact that would move a top customer is actually sticky for commercial-diligence partner.
Recommendation
Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / People and Contracts packet (revenue-quality bridge from bookings to cash after add-backs that are just delayed opex). Lead with the M&A Due Diligence option revenue-quality bridge from bookings to cash can support after add-backs that are just delayed opex, then the two facts that force it, then the Monday action for commercial-diligence partner in a strategic buyer looking at a carve-out from a conglomerate.
Explore more
More M&A Due Diligence prompts
- Assess whether the carve-out is operable on day one (4182a8)
- Assess whether earnings quality supports the bid price (03377a)
- Assess whether earnings quality supports the bid price (21d5cb)
- Assess whether IP is owned or merely licensed (5c14f0)
- Assess whether integration costs were sandbagged in the CIM (ef0ba6)
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