Assess whether working capital should be a walk-away (965d19)

SITUATION Integration-risk PMO is responsible for working capital should be in a roll-up of three regional service companies, using regulatory-approval critical-path calendar as the only working extract. IT diligence showing two ERPs and no chart of accounts map is what reset the timeline for this M&A Due Diligence Legal, IP, and Regulatory file.

DECISION Integration-risk PMO in a roll-up of three regional service companies must choose Proceed / Reprice / Walk / Hold using regulatory-approval critical-path calendar after IT diligence showing two ERPs and no chart of accounts map.

HYPOTHESES TO TEST 1. Regulatory-approval critical-path calendar reads as Proceed once IT diligence showing two ERPs and no chart of accounts map is lined up to the same M&A Due Diligence population. 2. Regulatory-approval critical-path calendar is closer to Reprice after IT diligence showing two ERPs and no chart of accounts map; Proceed would over-claim this Legal, IP, and Regulatory extract. 3. Walk is still live in regulatory-approval critical-path calendar for integration-risk PMO in a roll-up of three regional service companies. 4. Regulatory-approval critical-path calendar is missing the fact integration-risk PMO needs after IT diligence showing two ERPs and no chart of accounts map; stop this M&A Due Diligence close.

ANALYSIS REQUIRED 1. Test whether IT diligence showing two ERPs and no chart of accounts map is a diligence gap, a price chip, or a walk-away. 2. Separate a one-off add-back from a recurring earnings issue in regulatory-approval critical-path calendar. 3. Map reps, earnout mechanics, and integration risk a roll-up of three regional service companies would inherit. 4. For this M&A Due Diligence Legal, IP, and Regulatory file, read regulatory-approval critical-path calendar against IT diligence showing two ERPs and no chart of accounts map and write the one fact that would move working capital should be for integration-risk PMO.

RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Legal, IP, and Regulatory packet (regulatory-approval critical-path calendar after IT diligence showing two ERPs and no chart of accounts map). If regulatory-approval critical-path calendar cannot force a M&A Due Diligence label under Legal, IP, and Regulatory, stop. If regulatory-approval critical-path calendar after IT diligence showing two ERPs and no chart of accounts map cannot support Proceed versus Reprice on this M&A Due Diligence Legal, IP, and Regulatory close, integration-risk PMO must do not proceed, reprice, or walk on a quality-of-earnings fact the packet does not carry.

COMMAND RETURNS - Bottom-line M&A Due Diligence option on working capital should be, then the evidence in regulatory-approval critical-path calendar, then the action for integration-risk PMO - Hypothesis scorecard against regulatory-approval critical-path calendar: supported / rejected / untestable - Regulatory or exam hook Legal, IP, and Regulatory would cite - Legal, IP, and Regulatory finding in regulatory-approval critical-path calendar that a second reviewer can re-perform