M&A Due Diligence - AI Enhanced

4

Active Deals

2,847

Documents

127

Risks Identified

$14.7M

ARR at Risk

$312M

Total Value

Active Transactions

Deal	Value	Docs	Progress	Days	Status
Project Atlas CloudSync Inc. — Enterprise SaaS	$48M	2,847	2,847 analyzed	18 days	127 Risks
Project Beacon DataFlow Systems — Analytics	$125M	4,122	3,215 of 4,122	34 days	In Review
Project Cipher SecureNet Ltd. — Cybersecurity	$67M	1,856	1,856 of 1,856	45 days	Cleared

Master Service Agreement

Critical

Apex Corporation

Mar 2024 — Mar 2027

Change of ControlShort NoticeMFN

$1.2M

ARR

8%

Revenue

4

Risks

Master Service Agreement

Critical

Nexus Industries

Jan 2024 — Jan 2026

Related PartyNot DisclosedLitigation

$890K

ARR

6%

Revenue

5

Risks

Enterprise License

Critical

HealthFirst Systems

Sep 2023 — Sep 2026

BAA MissingHIPAA Gap

$720K

ARR

5%

Revenue

3

Risks

Enterprise License

Medium

Global Dynamics

Jun 2023 — Jun 2026

ASC 606Non-Standard

$650K

ARR

4%

Revenue

2

Risks

MSA

Low

Sterling Partners

Sep 2024 — Sep 2027

$540K

ARR

4%

Revenue

0

Risks

SaaS Subscription

Medium

Pacific Ventures

Feb 2024 — Feb 2027

MFN Clause

$480K

ARR

3%

Revenue

1

Risks

📄 Original Document

1. Term and Renewal

This Agreement shall commence on the Effective Date and continue for thirty-six (36) months. Upon expiration, this Agreement shall automatically renew for twelve (12) month periods unless either party provides ninety (90) days notice.

2. Change of Control

2.1 In the event of a Change of Control of Provider, Customer may terminate this Agreement upon thirty (30) days written notice. "Change of Control" means any merger, acquisition, or sale of substantially all assets.

3. Termination for Convenience

3.1 Either party may terminate for convenience upon thirty (30) days written notice. Customer shall pay all fees through the effective date.

4. Most Favored Nation

4.1 Provider agrees pricing shall be no less favorable than that provided to any comparable customer. If better terms are offered elsewhere, Provider shall offer them to Customer.

5. Limitation of Liability

5.1 IN NO EVENT SHALL LIABILITY EXCEED FEES PAID IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Apex Corporation — MSA

$1.2M ARR · 8% of revenue

4 Critical1 Medium

Extracted Terms

Contract Type	Master Service Agreement
Initial Term	36 months
Auto-Renewal	12-month periods
Notice Period	90 days
Change of Control	Termination OK (30 days)
Convenience Term.	30 days, no penalty
MFN Clause	Active
Liability Cap	12 months (Standard)

Risk Analysis

Change of Control

Critical

Customer can terminate within 30 days of acquisition. $1.2M ARR at immediate risk.

Impact: $1.2MProb: 35%Expected: $420K

Termination for Convenience

Critical

30-day notice with no penalty. Below 90-day market standard.

Most Favored Nation

Medium

MFN requires matching better pricing. May compress margins 15-20%.

Agent Reasoning Trace

Initializing...

Analysis Complete

2,847 docs · 15 sources · 41,289 data points · 14m 32s

2,847

Analyzed

127

Risks

$14.7M

At Risk

38

Material

Critical Findings

!

Change of Control

23 contracts with termination rights. $5.1M ARR.

Contracts: 23Revenue: 34%

!

Hidden Related Party

Nexus Industries CEO is CFO's brother-in-law. $890K undisclosed.

!

Compliance Gaps

12 missing BAAs, GDPR DPAs. $1.8M ARR.

!

Predictive Churn Risk

ML model predicts $2.1M at 70%+ churn risk in 180 days.

Customer Network Analysis

Interconnected risks & cascade effects

Churn Risk

High (70%+)

Medium (30-70%)

Low (<30%)

Node size = ARR

🔍 Cascade Analysis: Apex Corp

Apex

→

8 Suppliers

Apex Corp supplies critical components to 8 CloudSync customers. Their departure triggers supply chain disruption clauses.

$4.8M Total Impact

vs $1.2M direct exposure

Network Insights

Top 5 customers represent 47% of ARR but control 71% through dependencies.

Critical Path Detected

Apex → DataTech → ManuCorp → LogiSys forms critical supply chain. Loss cascades to $6.7M.

Recommended Actions

🎯

Apex retention bonus

$150K bonus for 24-mo commit

🔄

Diversify supply chains

Reduce dependencies by 40%

📋

Renegotiate 8 contracts

Remove disruption clauses

Investigation Trail

Contract Scan

Nexus Industries

Entity Extraction

John Martinez

LinkedIn Lookup

Family connections

SEC Cross-Ref

Disclosure check

Risk Assessment

Revenue quality

📄

Step 1: Contract Analysis

Nexus Industries MSA — $890K ARR

AI extracted signing parties from contract signature pages across 2,847 documents. Named entity recognition identified:

Contract Party

Nexus Industries LLC

Section 12.1 - Signature Page

Authorized Signatory

John Martinez, CEO

Page 18 of 19

in

Step 2: LinkedIn Entity Resolution

Cross-referencing professional networks

AI queried LinkedIn API for "John Martinez CEO Nexus Industries" and analyzed 2nd-degree connections to CloudSync executives.

🔗

John Martinez (Nexus CEO) ↔ Sarah Martinez (CloudSync CFO) — "Brother & Sister" relationship listed

LinkedIn Profile

linkedin.com/in/jmartinez-nexus

Family Connection

Sarah Martinez (sister)

Listed in "Family" section

SEC

Step 3: SEC Filing Cross-Reference

Checking disclosure requirements

AI scanned CloudSync's 10-K and proxy statements (DEF 14A) for related party transaction disclosures required under Item 404 of Regulation S-K.

10-K Filing

Filed March 15, 2025

SEC EDGAR

Item 404 Disclosure

❌ No mention found

Pages 67-69 checked

⚠️

Step 4: Risk Assessment

Material finding flagged

🚨 CRITICAL: Undisclosed Related Party Transaction

Nexus Industries ($890K ARR, 6% of revenue) is controlled by the brother-in-law of CloudSync's CFO. This meets the materiality threshold for related party disclosure under SEC rules but was NOT disclosed in financial statements.

Implications:

Revenue quality concern — is pricing at arm's length?
Potential auditor qualification on next audit
SEC disclosure violation if CloudSync is planning IPO
Suggests weak internal controls

✨ Why This Matters

Traditional due diligence relies on seller disclosure. AI discovered this by connecting 3 separate data sources: contract signatures, LinkedIn social graph, and SEC filings. A human analyst would need weeks to manually check every contract signatory against every executive's family tree.

Project Atlas — Due Diligence Report

CloudSync Inc. Acquisition

Contract review & risk assessment · January 28, 2026

2,847

Documents

127

Risks Found

$14.7M

ARR at Risk

71%

Network Exposure

15

Data Sources

🤖

AI-Discovered Insights

What traditional due diligence would have missed

1

HIDDEN RELATED PARTY

Nexus Industries CEO (John Martinez) is CloudSync CFO's brother-in-law. $890K revenue not disclosed in SEC filings.

Method: Entity resolution + LinkedIn graph analysis + SEC cross-reference

2

CASCADING NETWORK RISK

Apex termination triggers 8 downstream customers via supply chain dependencies. $1.2M direct exposure → $4.8M actual impact.

Method: Customer relationship graph analysis + contract clause correlation

3

PREDICTIVE CHURN MODEL

ML model analyzing 2.3M behavioral signals (support tickets ↑34%, resolution time ↑154%, usage ↓18%) predicts $2.1M at-risk vs $680K traditional analysis.

Method: Multi-variate time-series analysis on support, usage, payment data

4

LICENSE VIOLATION

CloudSync uses GPL v3 library (redis-cache-pro) in proprietary product. Requires open-sourcing entire platform or $1.2M remediation.

Method: GitHub dependency scan + license compatibility analysis

Risk Summary

Change of Control

23 contracts

Termination within 30 days. $5.1M ARR.

Related Party

$890K

Undisclosed. Revenue quality concern.

Compliance Gaps

12 contracts

Missing BAAs, GDPR DPAs, SOC2.

Network Risk

71% exposure

Top 5 customers control via dependencies.

Predictive Churn

$2.1M

70%+ probability in 180 days.

Standard Terms

2,720 contracts

No material flags.

Highest Risk Contracts

Customer	Value	%	Risk	Level
Apex Corporation	$1.2M	8%	CoC + Cascade	Critical
Nexus Industries	$890K	6%	Related Party	Critical
HealthFirst	$720K	5%	BAA + HIPAA	Critical
Titan Enterprises	$780K	5%	Change of Control	Critical
Global Dynamics	$650K	4%	ASC 606	High

✓ Strategic Recommendations

Based on 2,847 contracts and 15 data sources, $14.7M ARR (71% effective exposure) carries material risk due to network effects.

1

Price adjustment — Reduce by $6-8M or structure 25% earnout tied to 18-month retention >85%.

2

Related party resolution — Require restatement of financials with proper disclosure as closing condition.

3

Compliance fix — Execute BAAs/DPAs with all 12 healthcare/EU customers within 60 days of close.

4

Customer outreach — Apex retention bonus ($150K for 24-mo commit). Engage top 10 for CoC waivers.

5

Code remediation — Replace GPL library. Escrow $1.2M for 6-month remediation project.

Quick Wins

📅

3 contracts expire in 45 days

Renegotiate to remove CoC

🔄

Apex renewal Feb 28

2-year extension for waiver

📋

BAA templates ready

3 healthcare in 5 days

Scenario Impact

Worst (40%)

-$5.88M

Base (15%)

-$2.21M

Mitigated

-$680K

Mitigation: $5.2M
88% reduction possible

Analysis Metadata

Documents2,847

Data Sources15

Data Points41,289

Time14m 32s

Social Mentions147,283

Performance Dashboard

M&A Due Diligence Metrics

Real-time analytics across all active transactions

📄

8,825

Contracts Analyzed

↑ 23% vs last quarter

⚠️

312

Risks Identified

↑ 8% more detected

💰

$47.2M

Revenue at Risk

Across 4 deals

⚡

14m 32s

Avg Processing Time

↓ 89% vs manual

Deal Analysis Performance

Project Atlas

2,847 / 2,847

Project Beacon

3,215 / 4,122

Project Cipher

1,856 / 1,856

Project Delta

907 / 1,245

Clear

Medium Risk

Critical

Risk Detection Rate

85%

Detection Accuracy

127

Critical Risks

185

Medium Risks

Recent Deal Analysis

Deal	Documents	Risks	Revenue at Risk	Time	Status
Project Atlas — CloudSync Inc.	2,847	127	$14.7M	14m 32s	Complete
Project Beacon — DataFlow Systems	4,122	89	$8.2M	—	In Progress
Project Cipher — SecureNet Ltd.	1,856	12	$1.1M	9m 47s	Complete
Project Delta — FinTech Global	1,245	84	$23.2M	—	In Progress

15

Data Sources Connected

41,289

Data Points Analyzed

89%

Time Saved vs Manual

$312M

Total Deal Value

AI-Powered M&A Due Diligence

Discover hidden risks, accelerate deal timelines, and make confident investment decisions with multi-source intelligence analysis

How It Works

01

Upload Documents

Connect your data room or upload contracts directly. Our system ingests MSAs, SOWs, amendments, and all supporting documentation.

PDF & DOCX Batch Upload Data Room Sync

02

Multi-Source Analysis

AI cross-references contracts with 15+ data sources: financials, CRM, SEC filings, LinkedIn, news, and support tickets.

Entity Resolution Risk Classification Network Analysis

03

Actionable Insights

Receive prioritized findings with revenue impact, mitigation recommendations, and deal-specific action plans.

Risk Matrix Executive Summary Recommendations

Connected Data Sources

📄

Contract Repository

Connected

💰

Financial Systems

Connected

👥

CRM Data

Connected

🔍

Public Records

Connected

🏛️

SEC EDGAR

Connected

💼

LinkedIn API

Connected

📰

News & Social

Connected

💬

Support Tickets

Connected

📊

Usage Analytics

Connected

🔐

Code Repos

Connected

AI Analysis Capabilities

🔗

Entity Resolution

Automatically link contract parties to company databases, identifying relationships traditional due diligence misses.

🕸️

Network Analysis

Map customer dependencies and cascade risks to understand true exposure beyond direct contract values.

📈

Predictive Churn

ML models analyze behavioral signals to predict customer churn risk 6 months before traditional indicators.

⚖️

Clause Extraction

Identify critical terms: change of control, termination rights, MFN clauses, and compliance requirements.

🔍

Related Party Detection

Cross-reference signatories with LinkedIn and SEC filings to uncover undisclosed related party transactions.

📋

Compliance Audit

Verify BAAs, DPAs, GDPR compliance, and license requirements across your entire contract portfolio.

Integration Workflow

📁 Data Room

→

🤖 AI Analysis Engine

→

📊 Risk Matrix

→

📝 Executive Report

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