Red-flag memo
A focused review of what could stop or reprice a deal, before you commit to a full process.
- Deal breakers
- Severity
- Next steps
Independent engineers read the code, infrastructure, data and ownership of a software company. Buyers and sellers learn what they are really dealing with, in plain language and with the cost to fix.
Revenue, contracts and the cap table have well-worn checklists. Technology rarely does. An end-of-life framework, cloud accounts held by a former contractor, a server nobody dares to restart: these surface late, when they cost the most, as a lower price or a deal that stalls.
See what a buyer's reviewers will see, and fix it on your schedule instead of theirs.
Understand what you are taking over and what it will take to own, run and grow it.
An independent technical read your client can trust, without a stake in the outcome.
Every review covers the same six layers, so findings are complete, comparable and ranked by what they mean for the deal.
Who controls the repositories, cloud accounts, domains, app store listings and licenses. Contractor assignments and open-source obligations.
Hosting, environments, backups and recovery. The monthly bill, what drives it and where it is heading.
Where personal data lives, who can reach it, how long it is kept, and how that fits the privacy rules the business is subject to.
Languages, frameworks and their support dates. Tests, structure, and how hard the system is to change safely.
Secrets, admin rights, offboarding, known vulnerabilities and what has happened before.
Who knows what, what is written down, and what breaks if one person leaves after closing.
From a focused check before a letter of intent to months of preparation before a sale.
A focused review of what could stop or reprice a deal, before you commit to a full process.
A full review of all six layers for a buyer before signing, with every finding ranked and priced.
The same review, commissioned by the seller and shared with buyers, so diligence starts from facts rather than questions.
A monthly program for founders preparing to sell: we find the issues, plan the fixes and track them to closed.
Every engagement has a fixed fee, agreed before we start
We sign a non-disclosure agreement before the first document changes hands, then talk about the company, the deal and the timeline.
We agree on what is in scope, what is out, the date of the report and the fee. In writing, before work begins.
Access is read-only and time-limited, under an access protocol you approve, and is closed when the review ends.
A two-page summary for decision makers, the full findings for engineers, and an estimate of the effort to fix each one.
We go through the findings with you, your advisors or the other side, and answer what the report raises.
If you want the issues fixed, our engineering partner can do it under a separate contract. You are never required to.
No success fee. We are paid the same whether the deal closes or not.
The review is never a sales pitch for the fix. Fixes, if any, are a separate decision.
NDA before the first document. Access closed at the end of the review.
We do not arrange, negotiate or execute transactions. We read the technology.
The Structure is a young firm, assembled on purpose. We picked people who have spent years inside software deals and inside production systems, and sat them at one table. There are no layers of partners to pay for and no reason to stretch a review. You get senior rigour at a fee sized to your deal, from a team that came to win its place in this market, one honest report at a time.
The people who know how buyers think and the people who know how systems fail work on the same review.
No partner layers and no office to carry in the bill. The fee is fixed, agreed up front and sized to the deal.
We are building a reputation, not living off one. Each engagement gets the attention that comes with that.
Tell us about the company and the timeline. We reply within one business day.