Assess whether a top customer is actually sticky (015a5f)
August 31, 2026 · SmartSolo
Situation
A health-system acquiring a specialty practice cannot treat a Phase II that found groundwater impact as color commentary on IP ownership vs. contractor agreements. Carve-out separation lead must close a top customer is actually sticky from that extract under M&A Due Diligence / People and Contracts.
Decision
Carve-out separation lead in a health-system acquiring a specialty practice must choose Proceed / Reprice / Walk / Hold using IP ownership vs. contractor agreements after a Phase II that found groundwater impact — specific to IP ownership vs. contractor agreements after a Phase II that found groundwater impact on this M&A Due Diligence People and Contracts file for carve-out separation lead in a health-system acquiring a specialty practice.
Hypotheses to test
- IP ownership vs. contractor agreements reads as Proceed once a Phase II that found groundwater impact is lined up to the same M&A Due Diligence population.
- IP ownership vs. contractor agreements is closer to Reprice after a Phase II that found groundwater impact; Proceed would over-claim this People and Contracts extract.
- Walk is still live in IP ownership vs. contractor agreements for carve-out separation lead in a health-system acquiring a specialty practice.
- IP ownership vs. contractor agreements is missing the fact carve-out separation lead needs after a Phase II that found groundwater impact; stop this M&A Due Diligence close.
Analysis required
- Tie quality-of-earnings, working-capital, and contingent items in IP ownership vs. contractor agreements to a top customer is actually sticky.
- Name the document carve-out separation lead still needs before signing.
- Test whether a Phase II that found groundwater impact is a diligence gap, a price chip, or a walk-away.
- For this M&A Due Diligence People and Contracts file, read IP ownership vs. contractor agreements against a Phase II that found groundwater impact and write the one fact that would move a top customer is actually sticky for carve-out separation lead.
Recommendation
Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / People and Contracts packet (IP ownership vs. contractor agreements after a Phase II that found groundwater impact) — specific to IP ownership vs. contractor agreements after a Phase II that found groundwater impact on this M&A Due Diligence People and Contracts file for carve-out separation lead in a health-system acquiring a specialty practice. The follow-on People and Contracts action is what carve-out separation lead does next: implement the option, assign an owner, and log the missing fact.
Explore more
More M&A Due Diligence prompts
- Assess whether related-party sales should be backed out of valuation (93fe3c)
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- Assess whether working capital should be a walk-away after an HSR
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