Acquisition Risk Assessment

The output is not a risk score. It is a set of instructions for how to structure the deal — what to require before close, what to represent and warrant, what to hold in escrow, and where a specialist needs to look before you sign.

Diligence that ends in a score tells you how you feel about a deal. Diligence that ends in deal terms tells you what to do about it.

This assessment scores acquisition risk across eight domains and converts those findings into structure: representations calibrated to what was actually found, conditions precedent separated into what must happen before close and what should, escrow and holdback guidance tied to specific risks, and specialist reviews flagged by whether they belong before the LOI or before closing.

Findings are weighted by buyer type. A private equity platform acquirer, a strategic acquirer, and an SBA-financed owner-operator are exposed to different risks in the same business, and the assessment weights and frames accordingly.

What the assessment produces

Domain risk register. Eight domains, each scored across five criteria, every finding paired with its deal implication — represent and warrant, escrow holdback, price adjustment, or walk.

Key diligence inquiries. Document-level information requests generated per domain and calibrated to severity. The highest-risk domains generate the most specific asks; low-risk domains generate none. This is the request list that goes to the seller in the first week of exclusivity.

Deal structure recommendations. Enhanced representations with survival periods, drawn from what the assessment actually found rather than from a template. Conditions precedent, prioritized. Guidance on whether representation and warranty insurance is warranted at the observed risk level.

Specialist review schedule. Which outside reviews the findings justify, and when each needs to happen — a quality of earnings firm before the LOI is priced, a security assessment before close, counsel on a specific contract question.

Buyer perspective. Domain-by-domain commentary written for the buyer type. An SBA borrower needs to know that lenders calculate debt service coverage on tax return income rather than seller-adjusted EBITDA. A platform acquirer needs integration complexity quantified. These are different reports from the same evidence.

Post-close integration cost estimate. What the identified risks cost to address in the first six months, sequenced by phase, so the number enters the price conversation rather than surfacing in month three.

Confidence summary. Every domain carries a confidence rating and the evidence basis behind it. Where documentation was thin, the report says so rather than scoring on inference.

The eight domains

Financial Quality              Quality-of-earnings defensibility, revenue
                               recognition, three-year trend, working
                               capital, tax exposure

Legal & Liability Risk         Open matters, IP ownership, contract
                               assignment and change-of-control,
                               licensing, employment exposure

Operational Risk               Key person dependency, process
                               documentation, vendor concentration,
                               systems fragility, continuity

Customer & Revenue Risk        Concentration, recurring mix, churn,
                               contract transferability, pipeline quality

Technology & Cyber Risk        Security posture, technical debt, data
                               integrity, systems ownership and
                               transferability, incident history

Management & Culture Risk      Team depth, retention exposure, cultural
                               integration, incentive alignment,
                               succession and transition

Market & Competitive Position  Moat, share trend, acquisition cost,
                               pricing power, growth trajectory

Integration Complexity         Systems integration, process
                               harmonization, people integration,
                               customer communication, regulatory
                               requirements

Scores run on a risk scale — higher means greater acquisition risk. Low risk resolves to proceed; the middle bands resolve to proceed with structure or with caution; the top of the scale resolves to walk. The recommendation, not the number, is the output.

Independence

The assessment is delivered as an independent work product. It does not recommend the assessor's own services, and no remediation offer is attached to any finding.

This matters for the same reason a quality of earnings provider does not sell bookkeeping. A report that identifies risk and then proposes to bill for fixing it has a reason to find risk.

Remediation cost is a different thing, and it stays. A buyer needs to know what the identified gaps cost to close, because that number belongs in the price. What the report will not tell you is who should do the work — it names the role required, and leaves the choice where it belongs.

See the output

Thirteen completed assessments are published in full — risk registers, diligence inquiries, deal structure recommendations, and integration estimates — across healthcare, professional services, technology, trades, and commercial services, and across all three buyer types.

Two proceed. Ten proceed with structure. One is recommended against.

View the assessment portfolio →

Reading one is faster than any description of the method. Published assessments demonstrate the instrument's structure and reasoning; engagement findings are evidence-based, drawn from document analysis, management interviews, direct observation of the systems in use, and external measurement.

Method

Four independent sources: documents, structured interviews, direct observation of operations, and external measurement requiring no cooperation from anyone.

Collected separately, they rarely agree in full. Agreement across all four is a confirmed fact. Disagreement is a finding — a capability confirmed in conversation but absent from the contracts and invisible from outside is not a missing feature. It is a representation resting on something that does not exist.

How the assessment works →

Revenue durability

Whether earnings survive the term of acquisition debt is assessed separately, through an instrument built for that question. Technology and cyber risk covers what the business runs on today. Durability covers whether the revenue itself holds over a ten-year note.

Technology Quality of Earnings →

Timing and scope

Scoped to complete inside a standard exclusivity period, with document requests submitted in the first week. Where exclusivity is compressed, scope reduces to the domains carrying the most weight for the buyer type, and the specialist review schedule is delivered first, since its value depends on acting early.

Where no LOI exists, an abbreviated read is available for deciding which of several targets deserves a full assessment.

Schedule a discovery call to scope an engagement. If you are under LOI with a clock running, say so when you book.