SaaS company, PE portfolio
We prepared a SaaS portfolio company for due diligence
Ahead of a planned sale, a SaaS company in a PE portfolio wanted to explain its technical position clearly and answer questions with evidence from operations.
| Industry | B2B Services |
|---|---|
| Services | Technical Due Diligence, Fractional CTO |
The data room barely explained live operations
The product was running, but the available documents described different stages of development. Some architecture diagrams no longer matched the services in use. Operations held evidence on permissions and recovery, while management worked with presentations from earlier funding rounds.
For buyer due diligence, the team would have had to gather many answers at short notice. Assigning responsibility was particularly difficult. External providers, internal developers and product leadership could explain their own areas, but handovers and decision rights were barely documented. This also made it harder to describe technical risks.
Every buyer answer needed supporting evidence
As Fractional CTO, we prepared the technical side of the sale with management and engineering. The goal was a data room whose statements could be checked against the running system. Open security findings would remain visible, with owners and next steps. We agreed to label untested assumptions explicitly.
We linked architecture and security evidence
The system overview showed dependencies
We documented services, data flows, interfaces and operational responsibilities. Critical components linked to their operational documentation.
Security statements gained supporting evidence
Existing evidence supported access reviews, recovery tests and vulnerability handling. Missing evidence remained marked as open work.
The team described its decision rights
The role overview recorded who owned architecture, delivery and incident response. It also showed dependencies on external partners.
Follow-up questions went into an answer register
Recurring buyer questions received agreed answers, sources and contacts. Changes to a statement could be carried through to the affected documents.
An internal buyer rehearsal exposed contradictions
We held regular sessions with engineering, operations and management. First, the team showed us the system and we checked the documentation against it. Management then asked critical buyer questions. Each owner had to connect their answers to evidence in the data room.
This revealed that a documented recovery procedure had only covered individual components. We kept the gap open and supported a test of the complete process. We postponed a larger architecture change. Shortly before DD, it would have created new uncertainty without making the documented operating state more reliable.
We organized the technical data room around topics that buyers could verify. Personal information and sensitive security details received restricted access. A guided session was available for more detailed questions, so reviewers could understand the context without blanket access to internal systems.
Management could substantiate technical statements
The documents described the same system state and identified open work consistently. The team could route follow-up questions to the right people without researching every topic again. Management could see which statements had evidence and where uncertainty remained. This did not imply a particular sale price or transaction outcome.
Exit readiness comes from testing the documentation
Operational tests provide better evidence
An executed recovery answers buyer questions more precisely than a procedure nobody has fully tested.
Open findings need a status
Document owners and progress. Contradictions between presentations and the data room cause avoidable follow-up questions.
The team must be able to explain its answers
Management needs contacts who can explain technical statements and find the supporting sources in the data room.
A first conversation takes 30 minutes.
We review which technical statements still need solid evidence before your buyer due diligence.