Assess whether management can run this without the founder
August 31, 2026
SITUATION Environmental diligence manager in a health-system acquiring a specialty practice has one working extract — related-party revenue that disappears at close — after a TSA that expires before replacement systems exist. If related-party revenue that disappears at close cannot support management can run this, the only defensible M&A Due Diligence output is hold.
DECISION Environmental diligence manager in a health-system acquiring a specialty practice must choose Proceed / Reprice / Walk / Hold using related-party revenue that disappears at close after a TSA that expires before replacement systems exist.
HYPOTHESES TO TEST 1. A TSA that expires before replacement systems exist is noise around an already-controlled Earnings and Revenue Quality process in a health-system acquiring a specialty practice, given related-party revenue that disappears at close. 2. A TSA that expires before replacement systems exist is the event in related-party revenue that disappears at close that forces Proceed for environmental diligence manager under M&A Due Diligence. 3. Related-party revenue that disappears at close shows a one-file miss after a TSA that expires before replacement systems exist, not a Earnings and Revenue Quality program failure. 4. Related-party revenue that disappears at close cannot decide management can run this yet after a TSA that expires before replacement systems exist; hold is the only M&A Due Diligence close a health-system acquiring a specialty practice can defend.
ANALYSIS REQUIRED 1. Separate a one-off add-back from a recurring earnings issue in related-party revenue that disappears at close. 2. Map reps, earnout mechanics, and integration risk a health-system acquiring a specialty practice would inherit. 3. Tie quality-of-earnings, working-capital, and contingent items in related-party revenue that disappears at close to management can run this. 4. For this M&A Due Diligence Earnings and Revenue Quality file, read related-party revenue that disappears at close against a TSA that expires before replacement systems exist and write the one fact that would move management can run this for environmental diligence manager.
RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Earnings and Revenue Quality packet (related-party revenue that disappears at close after a TSA that expires before replacement systems exist). If related-party revenue that disappears at close cannot force a M&A Due Diligence label under Earnings and Revenue Quality, stop. Do not invent missing evidence a health-system acquiring a specialty practice does not have.
COMMAND RETURNS - Bottom-line M&A Due Diligence option on management can run this, then the evidence in related-party revenue that disappears at close, then the action for environmental diligence manager - Hypothesis scorecard against related-party revenue that disappears at close: supported / rejected / untestable - What changes management can run this if a TSA that expires before replacement systems exist is later withdrawn - Named option among Proceed, Reprice, Walk and the fact that kills the others
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