Sell-side technical
due diligence.
CTO practitioner-led prep and Vendor Due Diligence (VDD) for software, AI-native, and tech-enabled exits. Assessed through the buyer's lens. Coached where it counts. Documented for the investors who'll actually read it. Months before go-to-market.
Founder-led exits. PE sponsor sell-downs. Same rigor.
Whether it's a first exit or the next one in a portfolio playbook, the rigor is the same. Depth, pace, and focus flex to your timeline and process.
When this is your first time at the table
The team is preparing for its first major capital event. Diligence is unfamiliar territory. We coach the muscle memory, surface the surprises early, and produce the documentation buyers will demand. Before they demand it.
- First-time process coaching & sequencing
- Risk surfacing & mitigation backlog
- VDR design & document creation
- Rude Q&A preparation
- Investor narrative & messaging
Typical situations: founder-led businesses, mid-market scale-ups, family offices, strategic acquirers, pre-IPO grooming.
When this is the next exit in the playbook
The team has been here before, but this exit has its own timeline, its own risks, and its own buyer landscape. We ship the VDD investors expect, aligned with the CDD and FDD streams, with the seller's narrative built in.
- Investor-ready VDD aligned with CDD & FDD
- Carve-out readiness & documentation
- Roll-up & M&A history narratives
- Multi-bidder Q&A & investor session support
- Value creation hooks for buyer ICs
Typical situations: PE-owned exits, multi-product carve-outs, roll-ups, secondaries, continuation vehicles.
Same 360° methodology. The depth and emphasis flex to where you are in the journey.
Sector experience that holds up under buyer scrutiny.
Hundreds of engagements across mid-market PE sectors. Real deal types, anonymized.
Financial Services & FinTech
Consumer Goods, eCommerce & Retail
Healthcare & Life Sciences
Cybersecurity & Risk
Manufacturing & Industrial Tech
Energy, Utilities & ESG
Telco, Networking & Connectivity
Logistics, Supply Chain & Mobility
Media, Entertainment & Sports
Legal, Professional & Business Services
Human Capital Management
Education & Non-Profit
~70% of deals sit <$500M. We also cover smaller targets, upper mid-market, and large cap.
~75% of engagements are software or AI-native targets. We also cover tech-enabled businesses where IT is the backbone of operations.
Recent sell-side exits, in the public record.
All publicly announced. Press releases linked. A sample of named sell-side engagements; many more remain confidential at sponsor request. Nothing is off the record.
R&D scientific software company acquired by Siemens to expand AI capabilities across life sciences.
Agentic AI platform for financial services compliance and operations. Acquired by UiPath.
UK gaming studio behind RuneScape. Carlyle's exit to CVC Capital Partners and Haveli Investments.
Global multi-asset electronic trading and payments platform for banks, brokers, and capital markets.
Global IoT connectivity platform. General Atlantic invested as minority shareholder alongside Montagu.
Asset integrity management software for energy and process industries. Growth investment led by Summit Partners.
Cloud-based retail POS platform for global retailers. Acquired by GLORY in late 2023.
SME working capital and embedded finance platform. $70M financing announced with Castlelake.
Email security and threat protection. Merger with Redstor to combine cyber and backup capabilities.
Practice management and EHR software across New Zealand and Australia. Acquired by Banyan Software.
German manufacturing software for production line orchestration. Investment from BMW i Ventures.
Built around your exit timeline.
Sell-side diligence isn't a single deliverable. It's a sequence built around the timeline of your capital event. Two structured assessments, optional advisory in between, investor sessions on the other side. Each phase compounds the next.
Internal Readiness
End-to-end internal assessment to surface risks, build the mitigation backlog, and prepare the team for what's coming. Practice run, with real findings.
- 6-18 months from a planned sale
- Team hasn't been through diligence before
- Suspect surprises in tech or org
- Optimizing for a stronger valuation
M&A Advisory
Targeted coaching, VDR design, document creation, and risk mitigation between phases. The optional bridge that turns Phase 1 findings into Phase 2 readiness.
- Specific gaps emerged in Phase 1
- Executive team needs coaching
- Want hands-on help with VDR setup
- Narrative needs shaping before VDD
External VDD
The investor-consumable Vendor Due Diligence report. Aligned with CDD and FDD streams. Written for the buyer's IC. Built around the seller's narrative.
- 1-6 months from sale
- Need VDD ready for buyers
- Sharing with strategic investors
- Optimizing transaction value
Investor Sessions
Live support during the capital event. Investor calls on demand, information requests handled, Q&A consistency across bidders. Your team isn't carrying it alone.
- Multi-bidder process
- Complex Q&A expected
- Want consistent narrative across calls
- Post-VDD support during go-to-market
Six core areas. Two horizontal threads. One connected view.
Every engagement runs through the same 360° lens. Six functional areas form the spine. AI and Cybersecurity run as horizontal threads across all of them, because that is how risk and opportunity actually move.
Strategy & Roadmap
Product strategy, roadmap state and feasibility. Are technical priorities aligned with the business thesis, and can the team actually ship them?
Architecture, AI, Data & Code
System design, AI maturity, data foundations, and code quality. Suitability for the strategy with depth in scalability, security, and robustness.
Customer Support & Services
Professional services and customer support capabilities. CSAT signals, escalation patterns, and what they reveal about code, architecture, and IT.
Organization & Leadership
Team size, skillset, structure, and gaps. Leadership capability and technical horsepower. The ability to execute the roadmap that has been promised.
SDLC & Ability to Execute
Execution capability, SDLC maturity, quality and DevOps practices. Can they ship safely, predictably, and at the cadence the thesis requires?
IT Infrastructure
Cloud and infrastructure adequacy, costs, and resilience for the investment thesis. What scales, what breaks, and what costs more than it should.
For specialized work like advanced cybersecurity, OSS tooling, and expert networks, we tap our preferred partner network as an extension of the team.
Want to see what good looks like?
The Sample VDD Report shows how we structure investor-consumable findings, evidence, value creation hooks, and the strengths-and-weaknesses narrative buyers actually read. The TechDD Guide is a complete primer on what diligence looks like from both sides of the table.
Technical Due Diligence.
The Definitive Guide to Technical Due Diligence
Twelve chapters covering the 6-stage process, deal breakers, common red flags, what good targets look like, and the complete value creation playbook. Drawn from 1,500+ real engagements.
Sample VDD Report
See how we structure investor-consumable findings, value creation hooks, and the strengths-and-weaknesses narrative aligned with CDD and FDD streams. Redacted. Real format.
Common questions.
When should we kick off a sell-side diligence?
What's the difference between Internal Readiness Prep and an External VDD?
How does VDD align with CDD and FDD?
What does the VDD report look like?
Can RingStone support post-VDD investor sessions?
We're already in market. Is it too late to do a VDD?
Do you cover IT-enabled companies, not just software?
Who actually does the work?
Ready to get exit-ready?
Tell us about your timeline. We'll come back with a recommended package and timing within one business day.