Technology due diligence for software investments

Know what the technology means for your investment.

Markerbed helps investors, acquirers and software companies understand whether the technology can support the business plan, what investment it needs and which risks require action — from acquisition to exit.

Red Flag Review Illustrative
Illustrative software company · Finding
Onboarding capacity: a growth assumption to validate

Investment assumption. Customer onboarding can triple with the current team.

Evidence gap. The available materials do not establish how much implementation work is manual or what limits throughput.

Reviewer’s noteThe key unknown to establish before relying on the plan.

Evidence-linkedEvery finding cites its sources.
SignedA named senior reviewer is accountable.
In-companySource code never leaves the company.
Decision-orientedFindings end in a next action, not a score.
Questions

Test the technology assumptions behind your investment thesis.

  1. 01Can the platform and engineering team support the planned growth?
  2. 02What technology investment will the business plan require, and how could it affect margins?
  3. 03Which security weaknesses or technical dependencies could affect the transaction?
  4. 04Do the company’s AI capabilities and costs support its growth story?
  5. 05What needs attention before the deal, during ownership or ahead of an exit?
Services

The right review for your next decision.

Before the deal

Red Flag Review

Identify material technology concerns early. Understand what could affect the investment case and where deeper diligence is needed.

Early deal review
During the deal

Technology Due Diligence

Assess the technology, product and team against your investment assumptions. Understand the risks, integration challenges and opportunities to improve performance.

During ownership

Post-acquisition Reviews

Track progress against the diligence findings and the value-creation plan. Identify changes in technology costs, delivery and risks that need management attention.

Ahead of an exit

Exit Readiness & Vendor Due Diligence

Prepare for buyer scrutiny by identifying issues to address and documenting the strengths of the technology. Your exit pack brings together a vendor report, supporting evidence, remediation progress and preparation for buyer Q&A.

How it works

From investment questions to clear priorities.

Every review starts from the decision you need to make. The scope reflects your priorities, timetable and access to information.

01

Define the questions

We agree the assumptions to test, the scope and the timetable.

02

Examine the evidence

We combine technical analysis, expert review and focused management discussions to assess the technology against the business plan.

03

Explain the implications

You receive findings that connect the evidence to business impact, recommended actions and questions that remain unresolved.

Where code-level evidence is needed, the company’s engineers run our analysis kit in their own environment: source code stays there, and only the kit’s results are shared with us.
Sample finding

See how a finding informs the investment discussion.

Each finding connects the evidence to its business implications and the next action.

Illustrative example. Not drawn from a client engagement.
Red Flag Review · Illustrative software company Illustrative

Onboarding capacity: a growth assumption to validate

Investment assumption
Customer onboarding can triple with the current team, so revenue grows faster than delivery cost.
Evidence reviewed
Management presentation, roadmap, ticketing data for the last four quarters and a walkthrough of two recent implementations with the delivery lead.
What the evidence shows
Each implementation requires manual configuration and data migration by the same three engineers. The materials do not establish the effort per implementation or what limits throughput.

Reviewer’s noteThe key unknown. The next action is designed to resolve it.

Business implication
If effort does not fall, tripling onboarding implies additional hiring or engineering investment that is not in the plan, with a direct effect on gross margin.
Next action
Measure effort per implementation on the last ten onboardings, then agree a resourcing plan or an automation budget before relying on the margin forecast.
Markerbed · Red Flag Review Illustrative example
Contact

Let’s discuss your next decision.

Whether you are evaluating an acquisition, reviewing a portfolio company or preparing an exit, we can help define the right assessment.

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