For investors and acquirers

Technical due diligence

Understand the technology risk behind the investment case.

For private equity firms, investors and acquirers who need an independent, evidence-based view of a target's technology before they commit, reported in terms an investment committee can act on.

2 to 4 weeksdepending on scope, access and timetable
6 areasof the Stable State Technology Readiness Framework
1 IC reportwith a presentation and readout
From evidence to investment decision
  1. EvidenceInterviews, code and systems
    • Management
    • Architecture
    • Code
    • Security
    • Product
    • Team
  2. AssessmentSix areas of the framework
    • Strategy
    • Product
    • Team
    • Approach
    • Platform
    • Security
  3. Investment committeeFindings in investment terms
    • Commercial consequence
    • Investment risk
    • Remediation
    • Likely cost or effort
    • Post-completion priorities

Typically 2 to 4 weeks, ending with an investment committee report and readout.

For deal teams

Questions we answer

This is not a technical audit checklist. The purpose is to tell you whether the technology supports the investment case, and what you will inherit if you proceed.

Can the platform support the investment case?

Whether the architecture, infrastructure and engineering practices can support the growth the plan assumes.

What technology investment will be required?

Material remediation, platform investment and capability requirements that should be reflected in the investment plan.

Can the team execute the plan?

Leadership, capability, capacity, structure and key person dependency, judged against what the plan asks of them.

Where is the key person dependency?

Knowledge, systems or operational responsibilities concentrated in individuals, and what happens if they leave.

Is the architecture scalable?

Whether the platform can support the volume, complexity and growth assumed by the investment case.

What security liabilities are being inherited?

Material security, resilience, data protection and operational risks that transfer with the business.

Will technical debt constrain growth?

Whether existing technology decisions will materially slow product development, integration or scaling.

Are there material IP or licensing issues?

Ownership of code, contractor arrangements and open-source licensing, where relevant to the deal.

Written for the investment committee

Technical findings, translated into investment terms.

The report is written for investment decision makers as well as technical readers. Every material finding is connected to what it means for the deal, not left as a technical observation for someone else to interpret.

That translation depends on judgement. Our due diligence is led by an experienced CTO who has been accountable for technology organisations, platforms, teams, budgets and delivery. About Stable State.

For each material finding, we set out

  • Commercial consequenceWhat it means for revenue, growth, customers or operations.
  • Investment riskHow it changes the risk profile of the investment case.
  • Remediation requirementWhat needs to be done, and whether before or after completion.
  • Likely cost or effortAn indication of the scale of investment or effort involved.
  • Post-completion priorityWhere it belongs in the plan for the first months of ownership.
Typical engagement

2 to 4 weeks, depending on scope, access and transaction timetable.

Typical activities

  • Management interviews
  • Technology leadership interviews
  • Architecture review
  • Code and repository review
  • Security review
  • Product and roadmap review
  • Engineering process review
  • Team and organisational assessment
  • Infrastructure and scalability review
  • Technical debt assessment
  • IP and open-source licensing review
  • Investment thesis validation

Typical outputs

  • Executive summary
  • Findings against the six areas of the Stable State Technology Readiness Framework
  • Material technology risks
  • Strengths supporting the investment case
  • Issues relevant to price, warranties or conditions
  • Prioritised remediation recommendations
  • Post-completion priorities
  • Final investment committee report
  • Investment committee presentation and readout

Buy-side and vendor due diligence

Buy-side

For investors and acquirers

An independent assessment of the target against the six areas of the Stable State Technology Readiness Framework, commissioned by the buyer to understand the risk it is taking on and to shape price, terms and the post-completion plan.

Vendor

For sellers

Commissioned by the seller and shared with prospective buyers, to set out the technology position on the seller's terms. It works best at the end of an exit readiness programme, once the material issues have been fixed. If a transaction is 12 to 24 months away, start with Technology Exit Readiness and ClearView.

Due diligence we have delivered

Asset 55
ClearView

Asset 55, energy sector SaaS

Business context
A SaaS provider in the energy sector, scaling its business.
What we did
A technical due diligence review through team and stakeholder interviews, delivered as a ClearView report.
Outcome
A clear picture of strengths and gaps for the CTO, supporting informed decisions as the business scales.

“The ClearView report helped me identify and prioritise the key actions for the coming year.”

Paul Bicker, CTO, Asset 55
Ocucon Pixelate
Technical due diligence and Technical Partner

Ocucon Pixelate, AI video redaction

Business context
A business making investment decisions about its technology.
What we did
Strategic technology advice, technical due diligence and CTO-level advisory over a number of years.
Outcome
In the client's words: informed investment decisions, reduced technical risk and opportunities for future growth.

“One of their greatest strengths is the ability to quickly understand complex technical environments and communicate their findings clearly to both technical teams and senior stakeholders. This has helped us make informed investment decisions, reduce technical risk and identify opportunities for future growth.”

Simon Gardner, Head of Operations, Ocucon Pixelate

Questions about technical due diligence

What is buy-side technical due diligence?

Buy-side technical due diligence is an independent review of a target company's technology, commissioned by an investor or acquirer before a deal completes. It tests whether the technology can support the investment case and identifies the risks the buyer will inherit.

How long does technical due diligence take?

A typical Stable State technical due diligence takes 2 to 4 weeks, depending on scope, access to people and systems, and the transaction timetable.

What does an investor receive?

An investment committee report and readout covering findings against the six areas of the Stable State Technology Readiness Framework, material risks, strengths supporting the investment case, issues relevant to price, warranties or conditions, prioritised remediation and post-completion priorities.

What is the difference between buy-side and vendor technical due diligence?

Buy-side due diligence is commissioned by the buyer to understand the risk it is taking on. Vendor due diligence is commissioned by the seller and shared with buyers, to present the technology position on the seller's terms.

Why use an experienced CTO rather than an audit firm?

Judging technology risk well depends on having run technology organisations. Stable State due diligence is led by an experienced CTO who has been accountable for platforms, teams, budgets and delivery, and know how they behave under growth and under scrutiny.

Assessing a technology business?

Tell us about the target and the timetable. We'll tell you plainly what we would look at and how long it will take.