Transaction & counterparty assurance

Uncover exposure.
Before it changes hands.

Cyber, AI, privacy and operational liabilities can remain hidden until an acquisition closes or a critical supplier is approved. We help teams evaluate the evidence before signing, closing or onboarding.

Three points of entry

Decisions that should not depend on guesswork.

01 / BUY-SIDE DILIGENCE

Know what you're acquiring.

Examine breach history, unresolved vulnerabilities, identity controls, AI/data rights, operational dependencies and contracts. Receive a prioritized, evidence-backed exposure register.

02 / SELL-SIDE READINESS

Prepare before buyers arrive.

Run a mock diligence review, correct critical gaps, align written policies with actual operations and prepare a controlled evidence index for the transaction.

03 / SUPPLIER & AFFILIATE

Qualify the dependency.

Review technology suppliers and partners for privacy, security, provenance, independence, operational resilience and fit-for-purpose monitoring.

Where inherited exposure hides

We investigate what ordinary diligence can miss.

SECURITY & INCIDENT DEBT

Unresolved cyber exposure

Undisclosed intrusions, identity weaknesses, outdated systems, test exceptions and unproven recovery.

AI & DATA LINEAGE

Unclear rights and dependencies

Unapproved AI, model/data provenance, open-source licensing and opaque supplier chains.

REGULATION & CONTRACTS

Unmet obligations

Privacy commitments, examination findings, customer warranties and incomplete evidence.

INSURANCE & CLAIMS

Coverage assumptions

Material representations, exclusions, claims documentation and retention questions for counsel and insurance advisers.

VENDOR CONCENTRATION

Single points of failure

Critical subcontractors, supplier ownership and limited exit options.

POST-CLOSE INTEGRATION

Unbudgeted technical debt

Identity and logging gaps, incompatible control environments, delayed remediation and operational friction.

Decision-grade outputs

From technical facts to transaction decisions.

Typical work products include a red-flag register, prioritized remediation, evidence index, targeted diligence questions and a practical 100-day integration action list.

Our work informs but does not replace legal, valuation, underwriting or investment advice. Conclusions depend on scope and access to evidence.

Experience that informs diligence

Regulatory review is an operating challenge, too.

In the Panasonic/Sanyo matter, Richard's Japan-based work included review-workflow design and training and supervision of more than 100 bengoshi, supporting Simpson Thacher with Authense and UBIC. That experience informs our approach to large evidence populations, reviewer accountability and reproducible findings.

For present-day transactions, we connect that discipline to AI/data dependencies, technical debt, supplier exposure and the evidence behind material representations. Legal conclusions remain with deal counsel.

Read the Japan experience