Tech QoE Underwriting Due Diligence
Buy-side diligence for middle-market PE acquisitions. We translate technology into validated EBITDA, quantified exit risk, and specific deal actions (price chips, holdbacks, covenants, carve-out controls).
Exiting or recap’ing? We flip the same underwriting discipline into a Vendor Due Diligence (VDD) package—buyer‑ready evidence + QA gates + a remediation roadmap tied to valuation and deal actions. See Sell‑Side VDD →
What this is
Underwriting-grade technology diligence designed to support an Investment Committee decision—not an IT assessment. The output is a decision package with evidence traceability, assumptions, and sensitivity bands.
When to use it
- Acquisitions with material tech spend, legacy debt, or unclear run-rate.
- SaaS, fintech, healthtech, data-intensive services, and regulated/defensible moats.
- Carve-outs and integrations where hidden dependencies and “day-2” risk kills value.
- Deals where buyer leverage will come from uncertainty—unless you quantify it first.
Core deliverables
Outputs are built to survive a hostile IC. Every claim is tied to evidence. Every risk is translated into deal actions.
| Artifact | What it answers | Decision use |
|---|---|---|
| Tech QoE Underwriting Memo IC-ready |
What is technology doing to EBITDA and exit risk? What is probable, possible, and unlikely? Where are the assumptions? | Go/No-go, value thesis, investment guardrails |
| MVTRR (Spend → Sustainable Run-Rate) waterfall |
Current spend vs. sustainable operating run-rate and cost-to-serve realities. | Synergy math, margin plan, integration sequencing |
| Risk Heat Map probability × magnitude |
Which technology risks are real, how big, and how likely—mapped to deal actions. | Price protection, escrow/holdback, covenants |
| Financial Translation Engine (FTE) valuation bridge |
How findings translate into EBITDA / valuation impact (and what must be true to capture upside). | IC narrative, sensitivity bands, negotiation leverage |
| 100-Day Roadmap execution |
Stabilize → Optimize → Accelerate. What happens first, who owns it, and what value is expected. | Post-close plan, operating cadence, accountability |
Engagement models
- Rapid Underwriting Sprint (5–10 business days): answer the top IC questions fast; deliver the memo + red flags + deal actions.
- Full Underwriting Package (2–4 weeks): full artifact set plus 100-day roadmap.
- Prime / Subcontract: module delivery under your diligence prime with clear QA gates.
Sell-side corollary
If you’re preparing to exit, the same underwriting discipline becomes Vendor Due Diligence (VDD)—a buyer-ready pack that reduces surprises and prevents value haircuts driven by uncertainty.