Technical due diligence checklist for SaaS acquisitions

In a SaaS acquisition, the technical review should test whether the platform can support the commercial story. A polished demo is not enough; buyers need evidence from the codebase, infrastructure, delivery process and team.

• Where is the source code, who owns it, and how healthy is the repository history?
• How many active contributors are there, and where is knowledge concentrated?
• How are releases tested, approved, deployed and rolled back?
• What technical debt affects scalability, security or delivery speed?
• Is the cloud bill proportionate to customers, usage and revenue?
• What documentation exists for architecture, onboarding, incidents and operations?
• What would break if the CTO or lead engineer left after completion?
• Are AI claims backed by real data, models, workflows and defensible engineering?

The output should not be a generic IT report. It should translate engineering evidence into deal language: risk ratings, commercial implications, mitigation actions, questions for management and post-close priorities.

This is especially important when the valuation depends on scalability, AI capability, enterprise readiness or rapid product expansion after completion.