Exit - Sell-Side Technology Diligence

Scenarios Our Clients Face

• The last transaction in the GP's portfolio had a technology finding in buyer diligence that compressed the multiple by 1.2 turns. It wasn't a surprise to anyone inside. It was just never remediated and never disclosed.
• The portco has a credible AI story but no documentation, no governance artifacts, and no way to show a buyer what the program produced.
• The data room technology section is a folder of vendor contracts and an old architecture diagram from 2022.
• Management has never been through a buyer Q&A process on technology. The CTO is technically excellent but not prepared to defend the platform in a 4-hour session with a buyer's technical team.
• The GP wants to go to market in 14 months and nobody has run a sell-side assessment to identify what will be found, and what can still be fixed before it is.

What It Is

Running the buyer's technology diligence playbook against your own asset, before the buyer does. Find the gaps. Fix them. Pre-assemble the data room. Defend the multiple. The inverse of buy-side diligence, with the same rigor.

Exit on your terms. Multiple defended. Clean close.

When to Engage

• 12 to 18 months before anticipated exit
• When the process has begun and a technology finding could compress the multiple
• When prior transactions in the GP portfolio resulted in price adjustments due to technology findings
• When the portco has technical debt, compliance gaps, or security exposure that has not been remediated

How It Works

Buyers run technology diligence. Every finding becomes a negotiating lever. Findings discovered by the buyer (and not disclosed proactively) compress the multiple and signal management credibility risk. CCA runs the buyer's playbook first so you can fix findings and build the narrative before the buyer arrives.

Assessment Scope (PRISM™ Sell-Side Edition)

The same five dimensions as buy-side PRISM, run from the seller's perspective:

• Portfolio Fit: Is the technology story consistent with how the business has been positioned?
• Risk Quantification: Which risks, if discovered by a buyer, become negotiating levers? Which can be remediated in 12 months?
• Infrastructure & Engineering: What will a buyer's technical team find? What's the story on technical debt?
• Strategic Data Assets: Is the AI/data story documented and defensible?
• Management & Execution: Can the leadership team handle a 4-hour buyer Q&A?

Deliverables

• Sell-Side PRISM™ Assessment: financially translated, from the buyer's perspective
• Finding Remediation Priority List: what to fix, in what order, by when, before the process starts
• Technology Equity Story Memo: narrative version of the findings, positioned for the buyer's thesis
• Compliance Artifact Package: SOC 2, HIPAA, CMMC documents pre-assembled
• Data Room Technology Section: pre-built, organized, annotated
• Management Q&A Brief: preparation for the buyer's technical interrogation

Engagement Format

Duration: 4–6 weeks
Format: Document review + leadership interviews + written deliverable + GP readout
Best started: 12–18 months pre-exit to allow time for remediation

Proof Point

Services-to-SaaS transformation of a PE-backed analytics platform. Acquired as a small services business, revenue scaled 120x through platform modernization and new SKUs. Positioned for exit. Lived both the buy-side and sell-side from the inside.

What Comes Next

Post-assessment: Remediation program leadership → Technology equity story → Data room build → Management coaching → Clean close.