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SaaS acquisition due diligence: a practical first review

A SaaS diligence framework covering customer workflow, cohorts, product ownership, support load, technical dependencies and transferability.

Linked SaaS operating components under close inspection.
A practical perspective, not a promise. This note explains the intended review process. It is not legal, tax, financial or valuation advice.

Trace the product from customer need to delivery.

A SaaS diligence review starts by connecting the customer problem, workflow, pricing, onboarding and support to the reported retention and revenue. That reveals whether the commercial story and the operating burden agree. It is more useful than treating a dashboard metric as a complete explanation.

Ask who owns the parts that must continue.

Code, infrastructure, data, vendors, product knowledge and customer support can sit with different people and entities. Identify what must transfer, what needs new permissions and where specialised technical or legal diligence is needed. A buyer should never assume a shared account is the same as a transferable asset.

Look for service hidden inside recurring revenue.

Recurring billing can coexist with founder-led sales, manual onboarding, custom support or one large customer’s product requests. Map those exceptions. They help a buyer decide whether the business is a good operating fit and what support must be built into the first period.

Keep the review evidence-led.

Request records because they answer a defined question: cohort behaviour, contract terms, cost to serve, ownership or access. A larger data room is not automatically better diligence. The standard is a chain of evidence that lets the right specialists review the right risks.

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