Assess whether management can run this without the founder from QoE add-backs

SITUATION A live M&A Due Diligence Earnings and Revenue Quality file in a public acquirer facing HSR and sector regulators now turns on QoE add-backs the seller marked 'normalized' after a customer who just sent a non-renewal. Working-capital true-up analyst should state what that extract proves for whether management can run this without the founder.

DECISION Working-capital true-up analyst in a public acquirer facing HSR and sector regulators must choose Proceed / Reprice / Walk / Hold using QoE add-backs the seller marked 'normalized' after a customer who just sent a non-renewal.

HYPOTHESES TO TEST 1. Authorize Proceed now; QoE add-backs the seller marked 'normalized' already has the discriminator after a customer who just sent a non-renewal. 2. Keep Reprice in force until QoE add-backs the seller marked 'normalized' is completed after a customer who just sent a non-renewal for working-capital true-up analyst. 3. Treat QoE add-backs the seller marked 'normalized' as Walk because both readings appear after a customer who just sent a non-renewal. 4. Refuse a M&A Due Diligence close: working-capital true-up analyst does not have the decision management can run this turns on in QoE add-backs the seller marked 'normalized'.

ANALYSIS REQUIRED 1. Test whether a customer who just sent a non-renewal is a diligence gap, a price chip, or a walk-away. 2. Separate a one-off add-back from a recurring earnings issue in QoE add-backs the seller marked 'normalized'. 3. Map reps, earnout mechanics, and integration risk a public acquirer facing HSR and sector regulators would inherit. 4. For this M&A Due Diligence Earnings and Revenue Quality file, read QoE add-backs the seller marked 'normalized' against a customer who just sent a non-renewal and write the one fact that would move management can run this for working-capital true-up analyst.

RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Earnings and Revenue Quality packet (QoE add-backs the seller marked 'normalized' after a customer who just sent a non-renewal). Lead with the M&A Due Diligence option QoE add-backs the seller marked 'normalized' can support after a customer who just sent a non-renewal, then the two facts that force it, then the Monday action for working-capital true-up analyst in a public acquirer facing HSR and sector regulators.

COMMAND RETURNS - Bottom-line M&A Due Diligence option on management can run this, then the evidence in QoE add-backs the seller marked 'normalized', then the action for working-capital true-up analyst - Hypothesis scorecard against QoE add-backs the seller marked 'normalized': supported / rejected / untestable - Missing page in QoE add-backs the seller marked 'normalized' after a customer who just sent a non-renewal, if any - Regulatory or exam hook Earnings and Revenue Quality would cite