Assess whether related-party sales should be backed out of valuation (06e4a7)

SITUATION In a sponsor doing confirmatory after a tight auction, post-merger systems-integration risk register is the evidence after a TSA that expires before replacement systems exist. Integration-risk PMO has to pick Proceed or Reprice for this M&A Due Diligence Earnings and Revenue Quality close using post-merger systems-integration risk register.

DECISION Integration-risk PMO in a sponsor doing confirmatory after a tight auction must choose Proceed / Reprice / Walk / Hold using post-merger systems-integration risk register after a TSA that expires before replacement systems exist.

HYPOTHESES TO TEST 1. The population in post-merger systems-integration risk register is the one a TSA that expires before replacement systems exist named, so Proceed follows for this Earnings and Revenue Quality file. 2. The population in post-merger systems-integration risk register is adjacent only to a TSA that expires before replacement systems exist; Reprice is the honest M&A Due Diligence call. 3. A sponsor doing confirmatory after a tight auction already contained a TSA that expires before replacement systems exist before post-merger systems-integration risk register arrived; no new Earnings and Revenue Quality path. 4. Provenance on post-merger systems-integration risk register after a TSA that expires before replacement systems exist is broken; do not pick Proceed or Reprice yet.

ANALYSIS REQUIRED 1. Test whether a TSA that expires before replacement systems exist is a diligence gap, a price chip, or a walk-away. 2. Separate a one-off add-back from a recurring earnings issue in post-merger systems-integration risk register. 3. Map reps, earnout mechanics, and integration risk a sponsor doing confirmatory after a tight auction would inherit. 4. For this M&A Due Diligence Earnings and Revenue Quality file, read post-merger systems-integration risk register against a TSA that expires before replacement systems exist and write the one fact that would move related-party sales should be for integration-risk PMO.

RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Earnings and Revenue Quality packet (post-merger systems-integration risk register after a TSA that expires before replacement systems exist). The follow-on Earnings and Revenue Quality action is what integration-risk PMO does next: implement the option, assign an owner, and log the missing fact.

COMMAND RETURNS - Bottom-line M&A Due Diligence option on related-party sales should be, then the evidence in post-merger systems-integration risk register, then the action for integration-risk PMO - Hypothesis scorecard against post-merger systems-integration risk register: supported / rejected / untestable - Named option among Proceed, Reprice, Walk and the fact that kills the others - Owner and next date for integration-risk PMO in a sponsor doing confirmatory after a tight auction