COMMERCIAL DUE DILIGENCE
Commercial Due Diligence: Investment-Grade Intelligence for Tech M&A
Executive-led commercial due diligence that goes beyond management presentations - validated through primary customer research, competitive analysis and strategic growth assessment.
100+
TRANSACTIONS SUPPORTED
50+
YEARS C-LEVEL DEAL EXPERIENCE
PE & Corporate
BUY-SIDE & SELL-SIDE
3-5 weeks
TYPICAL CDD ENGAGEMENT
commercial due diligence
What is Commercial Due Diligence
- and why does it matter?
Commercial due diligence (CDD) is an independent, evidence-based assessment of a target company’s market position, revenue sustainability and growth potential. It is commissioned by investors, PE firms and corporate acquirers to validate — or challenge — the investment thesis before a deal is signed.
In technology M&A, where valuations are built on projected growth and assumed market leadership, CDD is the mechanism that separates fact from management optimism. It draws on primary customer interviews, competitor benchmarking and market analysis to provide an investor-grade view of what you are actually buying.
Done well, CDD does not just identify risks. It surfaces overlooked growth opportunities, strengthens the synergy case and provides the analytical foundation for confident deal structuring.
“Good CDD doesn’t just tell you whether to proceed — it tells you why, at what price, and how to create value from Day One.“
OUR APPROACH
Five workstreams.
One coherent view.
01
/ of five
Market Sizing & Dynamics
Independent assessment of addressable market, growth vectors, structural trends and headwinds. We validate management's TAM assumptions against third-party data and primary research — and build a bottoms-up model you can defend in IC.
DELIVERABLE
Market model & defensibility memo
LEAD
Lighthouse Partner
DELIVERY
2-3 WEEKS
WHY LIGHTHOUSE
Experience you can't replicate from a textbook.
Six things that show up in every engagement - not aspirations, just how we work.
NO.1
i
Partner-led, throughout.
Every CDD engagement is led by a Lighthouse partner with hands-on corp-dev experience - not a junior analyst team following a template. You get the expertise you pay for on every call and every deliverable.
NO.2
ii
Practitioners, not observers.
We have sat inside FTSE-level businesses running corporate development functions and making investment decisions. That perspective shapes how we frame risks, validate synergies and challenge management assumptions.
NO.3
iii
Opportunity, not just risk.
Most CDD stops at risk identification. We go further — surfacing growth vectors, product expansion opportunities and positioning advantages that strengthen the thesis and synergy case.
NO.4
iv
Integrated, not siloed.
Market analysis, customer validation and competitive benchmarking feed one another in a single coherent report - a joined-up view that boards and IC can act on confidently.
NO.5
v
Primary, not desk.
We speak directly to customers, former customers and prospects - not just synthesise secondary reports. That primary intelligence is what separates our findings from generic market analysis.
NO.6
vi
Auction-ready timelines.
We understand deal dynamics. Engagements are structured to meet live process timelines — typically three to five weeks - without cutting corners on analytical depth or customer coverage.
WHAT YOU GAIN
The clarity to act with confidence
A Lighthouse CDD engagement equips your investment committee, board and deal team with the evidence base they need to price, structure and close technology acquisitions with conviction.
Validated investment thesis
An independent, evidence-based view of whether the growth story holds, tested against real customers and market data, not management optimism.
Revenue quality assessment
Clear analysis of which revenues are structural versus at-risk, and what drives, or threatens – net revenue retention going forward.
Competitive positioning clarity
An honest benchmark of where the target genuinely sits in its market, and where competitors are gaining ground that management has not acknowledged.
Customer voice intelligence
First-hand insight from customers on loyalty, satisfaction, switching intent and unmet needs, the kind of intelligence that shapes deal terms and integration planning.
AI threat analysis
Our commercial due diligence identifies AI disruption risks within the target market. We analyse emerging AI technologies, AI-native competitors and automation trends to understand whether artificial intelligence could threaten.
Day one value creation plan
Post-deal priorities and growth initiatives drafted during diligence, so you enter the investment already knowing where to focus in the first 100 days.
Board-ready deliverable
A clear, structured report designed to support investment committee approval, written for decision-makers, not filed in a data room.
SECTOR FOCUS
Deep in technology verticals
Our CDD practice is focused on technology businesses. We bring genuine sector depth across the following verticals — which means faster insight, better customer networks and sharper competitive benchmarks.
FREQUENTLY ASKED QUESTIONS
Common Questions
Explore answers to commonly asked questions.
Commercial due diligence (CDD) in technology M&A is an independent assessment of a target company’s market position, revenue sustainability, customer relationships and competitive dynamics. It goes beyond management presentations to provide investors and acquirers with evidence-based validation of the investment thesis – including primary customer interviews, competitor benchmarking and growth scenario analysis.
Technology businesses are often valued on future growth projections. CDD stress-tests those projections by validating customer loyalty, assessing competitive threats, analysing revenue quality and identifying hidden risks or overlooked opportunities — giving investors the confidence to price and structure a deal appropriately.
Our CDD engagements cover five core workstreams: market sizing and dynamics, competitive landscape mapping, Voice of Customer interviews with real customers and prospects, revenue quality and sustainability analysis, and strategic growth assessment. Each engagement is led by a partner with hands-on corporate development experience — not a junior analyst team.
Most full CDD engagements complete within three to five weeks, depending on deal complexity and the breadth of primary research required. We can accelerate timelines for live auction processes without compromising analytical quality.
Both. Our client base includes private equity funds conducting buy-side due diligence on technology investments, and corporate development teams within larger businesses assessing strategic acquisitions. We also support sell-side mandates where a vendor CDD strengthens deal credibility and supports a smoother process.
Financial due diligence examines the historical accuracy of a target’s financial statements — verifying reported revenues, costs and cash flows. Commercial due diligence focuses on the sustainability and growth of those revenues going forward: whether the market opportunity is real, whether customers will stay, and whether management’s projections are credible. Both workstreams are essential; CDD provides the forward-looking commercial context that financial DD alone cannot.
OUR INSIGHTS
Latest Articles
Recent analysis and perspectives from our technology M&A team.
The Complete Guide to Buy-Side M&A for Tech Companies
Expert guide to buy-side M&A for technology companies. From acquisition strategy and target screening to commercial due diligence and integration
Practical Strategies for Outperforming the Market: A Playbook for SaaS Leaders
Practical Strategies for Outperforming the Market | SaaS Growth Playbook
Meta Description: Discover proven, practical strategies for SaaS businesses
The Mediocrity Trap: Why Your Obsession with Weaknesses is Costing You Profit
In almost every strategic review, a SWOT analysis is conducted, and leadership teams instinctively focus on “Weaknesses.” But at Lighthouse
The Invisible Ceiling: Why Great Business Capabilities Won’t Save You from Bad Beliefs
In leadership team meetings, discussions often centre on a business’s capabilities, technology, talent, and capital. However, as Jérôme Barthélemy reveals,
Ready to de-risk your next technology deal?
Tell us about your target and timeline. We'll respond within one business day.