Gaushell Advisory

Preparing a company’s technology for the scrutiny of a sale.

When a software, SaaS, or technology-enabled business goes to market, a buyer examines its technology in detail. Gaushell Advisory conducts that examination first, privately, for the company and its advisors, so that what an acquirer would find is understood and addressed before the process begins.

A surprise in diligence is almost always paid for by the seller.

The work

Buy-side technology diligence follows a familiar course. The examination turns to architecture and accumulated technical debt, to security and scalability, to the concentration of knowledge in a few key people, to outside dependencies, and increasingly to the question of how artificial intelligence alters the value of the business. When something material surfaces that the seller had not disclosed, or had not fully understood, the cost falls on the seller, in price and in the loss of standing at an inopportune moment.

Having spent years conducting these examinations from the buyer’s side, I conduct the same one on your company in advance, while there remains time to remedy what should be remedied and to explain, in its proper context, what cannot.

For advisors and bankers

If you are guiding a client toward a sale, a clean technology story protects the process you have built. I work quietly alongside you, ahead of the buyer, so that diligence surfaces no surprises that stall momentum or reopen price. Your client goes to market prepared, and the process reflects well on the counsel that got them there.

What an engagement provides

A readiness assessment
The examination a buyer’s team would conduct, of architecture, code, security, scalability, the engineering organization and its key-person risk, third-party and licensing exposure, and exposure to AI. You see the company as an acquirer will.
A considered order of priorities
Each finding weighed by seriousness and by what can be addressed before a close, and what a buyer will make of it, so that effort goes where it protects value.
The framing of what remains
For matters that cannot be resolved before the process opens, the honest and defensible account, so that a buyer receives context rather than a discovery of its own.
A final review
When useful, a second and lighter pass before you go to market, to confirm the work is done and the data room will withstand scrutiny.

The practice

Gaushell Advisory is an independent practice: a single senior technologist, engaged directly, rather than a team assembled around a checklist. Thirty years were spent building software and leading engineering, including as a chief technology officer within private-equity-held companies; the years since have been spent assessing the technology of others, across a wide range of transactions, with a focus on software, SaaS, and technology-enabled businesses.

Where a matter calls for depth beyond one person, I draw on a trusted network of senior practitioners, specialists in hardware, software, data, and machine learning, assembled as the work requires, so that the analysis is complete without ever becoming a crowd.

100+technology diligence engagements, from ten-million-dollar growth rounds to mergers valued in the billions.
30+years as an engineer, architect, and chief technology officer, including within private-equity-held companies.

Inquiries

Richard Gaushell, Principal