Due Diligence Assessment

Know What You're
Buying Before You Sign.

Tech, ops, and compliance diligence from the buyer's perspective โ€” 8 risk domains, 3 buyer personas, deal structure recommendations in 5โ€“10 business days.

The Buy-Side Risk

Most Buyers Discover Risk After the LOI.

By the time a standard due diligence process flags material issues, the buyer is emotionally committed and negotiating leverage has shifted. Layer8 moves this discovery earlier.

42%
of SMB acquisitions experience material tech or ops findings post-LOI
$280K
average post-close surprise cost in technology remediation and system migration
5โ€“10
business days from intake to full Risk Register delivery โ€” not 6โ€“8 weeks
The Assessment Framework

8 Risk Domains. Zero Ambiguity.

Each domain scores risk 1โ€“10 on an inverted scale โ€” a 10 means low risk. Domain weights shift based on your buyer persona.

Technology Risk

Tech Stack

Documentation, vendor lock-in, technical debt, end-of-life systems, and architectural risk for the acquiring entity's integration needs.

People Risk

Key Person

Owner dependency, management team depth, critical knowledge holders, compensation structure, and retention risk under new ownership.

Financial Risk

Financial Quality

Revenue quality, EBITDA normalization, working capital requirements, customer concentration, and financial statement hygiene.

Legal Risk

Legal & Contracts

Contract assignability, IP ownership gaps, open litigation, employment law compliance, and regulatory exposure.

Compliance Risk

Compliance

HIPAA, SOC 2, PCI, and industry-specific regulatory requirements โ€” assessed against the target's actual posture, not stated policy.

Ops Risk

Operational

Process documentation, system dependency, vendor concentration, supply chain risk, and scalability constraints.

Market Risk

Market Position

Customer concentration, competitive moat, revenue defensibility, growth trajectory, and category dynamics under new ownership.

Integration Risk

Integration

Systems integration complexity, culture compatibility, geographic overlap, and post-close operational dependency for the acquirer.

Buyer Personas

Built for Your Buyer Type.

Domain weights shift significantly based on who is buying and why. A PE platform buying for EBITDA growth has very different risk priorities than an SBA individual buying a lifestyle business.

Persona 01

PE / Institutional

Platform acquisitions and add-ons for private equity funds and family offices. Emphasis on EBITDA quality, integration risk, and management team retention.

Integration RiskKey PersonFinancial Quality
Persona 02

Strategic Acquirer

Corporate buyers acquiring for capability, customer base, or market expansion. Emphasis on tech stack compatibility, IP ownership, and customer quality.

Tech StackIP OwnershipMarket Position
Persona 03

SBA Individual Buyer

Owner-operators acquiring via SBA financing. Emphasis on owner dependency, operational scalability, and whether the business can survive a leadership transition.

Owner RiskOps ScalabilityWorking Capital
The Deliverable

Four Documents in 5โ€“10 Business Days.

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Risk Register

Full domain-by-domain risk scoring with per-criterion findings, severity ratings, and deal-impact analysis. Formatted for sharing with your deal team.

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Deal Structure Recommendations

Escrow provisions, earnout triggers, rep & warranty considerations, and indemnification language guidance based on identified risk profile.

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Post-Close Integration Playbook

30-60-90 day integration checklist prioritized by risk severity, with specific actions for each identified gap before and after close.

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Data Gathering Guide

Customized request list for the target company โ€” organized by domain, with rationale for each request so sellers understand what you need and why.

Ideal Profile

Who Uses Layer8 Due Diligence.

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PE Platforms & Family Offices

Consistent, standardized diligence across a deal pipeline. Compare risk profiles across target companies on the same framework.

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Search Funders & SBA Buyers

First-time acquirers who need expert-level diligence without a full internal deal team. Delivered in days, not weeks.

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Strategic Acquirers

Corporate development teams who need an independent technology and compliance assessment to complement their internal financial review.

Know Before You Sign.

Review sample DD reports across multiple deal types and buyer personas โ€” then start your assessment intake.