Technology Due Diligence Report: What to Include & Why It Matters

Why Technology Due Diligence Reports Matter

A well-structured Tech DD report helps investors:

  • Identify hidden technical risks
  • Validate scalability and architecture
  • Assess team capabilities
  • Quantify technical debt
  • Support valuation and negotiation

Poor reports, on the other hand, often miss the issues that truly impact deal outcomes.

 

1. Executive Summary 

This is where decisions are made. The most critical section.

A strong executive summary should clearly outline:

  • Key risks and their business impact
  • Overall technology health rating
  • Major red flags
  • Recommended actions
  • Deal implications (e.g. price adjustment, integration risks)

If an investor only reads one page, this must deliver clarity—not jargon.

 

2. Business & Product Context

Technology cannot be assessed in isolation.

This section should explain:

  • The company’s product architecture and value proposition
  • Key technical differentiators
  • Dependency on technology for growth
  • Alignment between business goals and tech strategy

Without this context, technical findings lack meaning.

 

3. Architecture & Infrastructure Review

This is the backbone of the analysis.

A robust report evaluates:

  • System architecture (monolith vs microservices)
  • Cloud infrastructure and scalability
  • Third-party dependencies
  • Data architecture
  • Reliability and uptime considerations

The goal: determine whether the platform can scale with growth or break under pressure.

 

4. Code Quality & Technical Debt Assessment

One of the most underestimated deal risks.

This section should cover:

  • Code maintainability and structure
  • Testing coverage
  • Documentation quality
  • Known shortcuts or legacy issues
  • Estimated technical debt remediation effort

Strong Tech DD translates technical debt into time, cost, and risk.

 

5. Cybersecurity & Compliance Risks

Increasingly a dealbreaker.

A thorough report includes:

  • Security practices and vulnerabilities
  • Access controls and data protection
  • Compliance with standards (e.g. GDPR, SOC 2)
  • Incident history

Cyber risks should be clearly tied to financial and reputational exposure.

 

6. Engineering Team Evaluation

Technology is only as strong as the team behind it.

Key elements:

  • Team structure and seniority
  • Key-person dependencies
  • Hiring and retention risks
  • Development processes (Agile, CI/CD, etc.)
  • Velocity and execution capability

Investors aren’t just buying code—they’re buying the ability to evolve it.

 

7. Product Development & Roadmap Feasibility

A common blind spot in many reports.

This section assesses:

  • Realism of the product roadmap
  • Alignment with technical capabilities
  • Bottlenecks in delivery
  • Innovation capacity

This helps answer: Can the company actually deliver on its growth story?

 

8. Scalability & Performance Analysis

Growth exposes weaknesses.

A Tech DD report should evaluate:

  • Current performance benchmarks
  • Scalability limitations
  • Load handling capacity
  • Infrastructure elasticity

This is critical for SaaS and high-growth companies.

 

9. Third-Party & Open Source Risks

Often overlooked, but highly impactful.

Includes:

  • Reliance on external vendors or APIs
  • Licensing risks (especially open source)
  • Vendor lock-in
  • Long-term sustainability of dependencies
  •  

10. Post-Acquisition Risks & Recommendations

This is where Tech DD becomes actionable.

A strong report provides:

  • Prioritized risk mitigation plan
  • Estimated cost and timeline for improvements
  • Integration considerations
  • Quick wins vs long-term fixes

This section directly supports value creation planning.

 

11. Appendices & Supporting Evidence

To maintain credibility, the report should include:

  • Technical analysis details
  • Code review samples
  • Interview summaries
  • Metrics and benchmarks

This ensures transparency without overwhelming the main narrative.

 

What Makes a Technology Due Diligence Report Truly Valuable?

The best reports go beyond technical descriptions. They:

  • Translate findings into business impact
  • Prioritize risks clearly
  • Provide actionable recommendations
  • Support investment decisions

In short, they answer one key question:

“Should we proceed with this deal—and under what conditions?”

 

Final Thoughts

Technology Due Diligence is not about checking boxes—it’s about understanding what you’re really buying.

A well-crafted report can uncover hidden risks, strengthen negotiation positions, and lay the foundation for post-deal success.

A weak one can leave millions on the table.

 

Not sure when to commission a TDD? Read our guide on when to think about Technology Due Diligence.

Ready to commission an independent technology due diligence? Contact VeryDiligent today to discuss your transaction.