IT due diligence is an independent, onsite inspection of an acquisition target’s technology environment – its infrastructure, applications, security posture, compliance status, vendor contracts, and IT operations. Most M&A transactions include financial, legal, and operational due diligence as standard practice. IT is frequently overlooked or underscoped, which is how buyers end up closing on a deal and then discovering six figures in deferred maintenance, unbudgeted infrastructure replacements, or compliance exposure that was never priced into the deal. IT due diligence surfaces those costs before you sign, not after.

As early as possible – ideally before a letter of intent is finalized, or at minimum during the exclusivity period before closing. The findings from an IT inspection directly inform your negotiating position. If you wait until after the LOI is signed and terms are set, you lose the ability to use IT findings as leverage. Think of it like a home inspection in real estate – you want the inspection before you commit to the price, not after you have already agreed to it. A free 30-minute discovery call is all it takes to scope the engagement and get on the calendar.

Based on 75-plus mid-market assessments, the issues that appear most consistently are end-of-life servers and workstations requiring near-term replacement, unlicensed or untracked software creating legal exposure, absent or untested backup and disaster recovery systems, security gaps including unpatched systems and absent endpoint protection, shadow IT and undocumented vendor dependencies, and compliance failures – particularly HIPAA exposure in healthcare acquisitions and PCI gaps in businesses that accept card payments. Any one of these can represent tens of thousands of dollars in remediation costs that should be reflected in the purchase price.

A standard IT audit evaluates an organization’s own IT environment against internal policies or regulatory standards. IT due diligence is a third-party inspection conducted on behalf of a buyer to assess a target company’s IT environment as part of a transaction. The goal is different – it is not about compliance or improvement for the target, it is about risk quantification for the buyer. The report is designed to answer one specific question: what will IT actually cost us after we close, and what risks are we inheriting? That framing shapes everything about how we approach the inspection and present the findings.

Yes – this is the primary commercial purpose of the engagement. Our report is specifically structured to support negotiation. The executive summary gives your M&A attorney concrete findings and remediation cost estimates to use as leverage for price adjustments or seller concessions. The full inventory and remediation budget give your CFO the numbers needed to model post-close IT costs accurately. And you as the buyer have a clear picture of what the business is actually worth with IT liabilities factored in. The testimonial on this page – “this IT inspection paid for itself several times over in price reductions and avoided surprises” – reflects a consistent pattern across our engagements.

The report has three components. The executive summary translates technical findings into financial terms – remediation costs, replacement timelines, and risk priorities presented in language your deal team can act on immediately. The full inventory documents every material IT asset and dependency: servers, workstations, cloud services, business applications, vendor contracts, licenses, and IT staff structure. The remediation list and budget provides prioritized recommendations with order-of-magnitude cost estimates for each item – from hardware replacement and software licensing to compliance remediation and security improvements. Every reader on your deal team gets what they need from the same document.

Compliance exposure is one of the most consistently valuable findings we surface, particularly for buyers acquiring businesses in regulated industries. For healthcare acquisitions we flag HIPAA technical safeguard gaps and assess the cost of remediation. For businesses that accept card payments we identify PCI DSS compliance failures. For defense contractors we evaluate CMMC readiness. We also conduct penetration testing and vulnerability scanning as part of the cybersecurity assessment – either at the baseline level included in every engagement or at deeper scope for high-risk targets. Compliance gaps that have not been priced into the deal are exactly the kind of finding that justifies a price adjustment.

The process begins with a kickoff call to align on your deal thesis, timeline, and concerns. The onsite inspection runs three to five days and includes hands-on review of infrastructure, interviews with IT staff and key stakeholders, and walkthroughs of core systems and applications. We expect that before engaging us you have spoken with the seller and secured permission for the inspection – the same way a real estate transaction works before a home inspector arrives. If the seller places restrictions on access, we collect what information is available and document the limitations, but full access produces the most complete and defensible findings.

From kickoff call to final report delivery is seven to ten business days for most engagements. The kickoff call takes one day, onsite inspection runs three to five days, analysis and cost quantification takes two to three days, and the final report is delivered on day seven to ten. If your deal is on an accelerated timeline or requires travel to locations outside our immediate service area, we work with you to adjust the schedule based on your completion date and logistics.

Yes. Our standard service geography covers Oregon and Northern California, but we travel nationally for M&A inspections. Engagements outside our regional footprint may involve additional travel expenses and timeline adjustments based on your desired completion date and flight availability. Those details are scoped during the discovery call so there are no surprises.

Pricing is scope-dependent. The range of possible engagements – from a single-location SMB to a multi-site acquisition with complex infrastructure – is too wide for a fixed published price to be meaningful. The free 30-minute discovery call collects the information we need to scope the engagement accurately: number of locations, estimated employee count, revenue range, and deal timeline. We deliver a formal scope and quote following that call. There is no cost to the discovery call and no obligation to proceed.

The inspection report belongs to you regardless of whether the deal closes. If the findings reveal problems significant enough to walk away from the deal, the inspection has done exactly what it is designed to do – protect you from a bad acquisition. The report remains a confidential work product. It can also inform your evaluation of future targets in the same industry or geography, since the patterns of IT neglect tend to repeat across similar businesses.

Yes – both IT integration support and ongoing managed IT services for the acquired entity. Engaging us for managed IT services during the integration phase is more cost-effective than managing integration as a standalone project because our team already has full documentation of the target’s environment from the inspection. We know where the bodies are buried before day one of integration, which reduces surprises and accelerates the transition.

Our M&A IT inspection service is designed for mid-market deals involving targets with 20 or more employees and $1 million or more in annual revenue. There is no upper bound on deal size – we have assessed targets across a wide range of scales and adapt our approach accordingly. The consistent value driver is not company size but rather the presence of meaningful IT infrastructure that carries real post-close cost implications if left uninspected.

Schedule a free 30-minute discovery call using the form on this page. We will align on your deal timeline, scope the inspection, and deliver a formal quote. Most engagements begin within days of the discovery call. If you have a closing date in view, the earlier you engage us the more flexibility we have to deliver findings when your deal team needs them.