Acquisitions

Virtual data rooms for mergers and acquisitions

Virtual data rooms for mergers and acquisitions give buyers and their advisors a controlled place to examine transaction evidence. Acquisitions combines organized documents, permissions per folder, AI review across financials and contracts, and report export. Use the room to connect what the seller provides with the decisions your acquisition team needs to make before signing and closing.

Corporate development team discussing a shortlist in a glass meeting room

Design the room around what changes hands

A share purchase and an asset purchase can create different diligence questions. The entities, assets, obligations and contracts within scope determine which records you request and who needs to read them. Start by agreeing the transaction perimeter with counsel. A neatly organized room is not sufficient if it covers the wrong entity or omits an important operating asset.

Record which financial periods the seller supplies and how those records relate to the business you intend to acquire. If an entity operates activities outside the transaction, ask for a clear allocation of revenue, costs and liabilities. Keep the explanation with the review materials so that financial and legal reviewers assess the same perimeter. The M&A due diligence guide expands this starting point.

Build workstreams with clear boundaries

Use financial, legal, commercial, tax, HR and IT folders as a starting structure. Within them, distinguish signed records from forecasts and management explanations. A forecast helps you understand the seller's expectations. It does not establish historical earnings or confirm that a customer is contractually committed.

Ask reviewers what they need before requesting a complete archive. Payroll records and employee agreements may require tighter access than organization charts. Customer contracts may need to be reviewed alongside revenue schedules without circulating personal customer information more broadly. The due diligence software workflow helps turn those requests into a consistent review process.

  • Financial evidence covers earnings, cash, debt and working capital.
  • Legal evidence covers ownership, obligations, disputes and transfer rights.
  • Commercial evidence covers customers, concentration, retention and demand.
  • Operational evidence covers employees, systems, suppliers and continuity.

Give each participant access for a reason

Acquisitions provides permissions per folder and expiring links. Invite a participant because they have a defined review task, then give them the documents that task requires. Revisit access when a specialist finishes work, a lender no longer participates or the transaction changes scope.

External sellers, lawyers and accountants invited for view and upload only do not need a paid seat. Internal reviewers use included seats. Team and Fund add watermarking and a view audit log. Use those controls alongside confidentiality arrangements and your advisors' handling requirements. Restricting future access cannot recall material that a recipient already retains, so disclosure decisions still require care.

Test earnings against the underlying obligations

AI review of financial documents highlights potential questions for your accountant. Look at reporting periods, unusual expenses, receivables and explanations for adjustments. Then connect the financial review to the contracts that support revenue and costs. A customer schedule is more informative when the associated agreement explains renewal, billing and termination.

Consider whether the purchase price assumes earnings that continue under your ownership. Owner expenses, related-party arrangements and deferred maintenance need evidence and judgment. The software helps focus reading and identify follow-up questions; it does not issue an audit opinion. Use financial due diligence and the quality of earnings report guide to plan that work with your advisors.

Find terms that change the closing plan

AI contract review flags potential issues such as assignment restrictions, change-of-control provisions, renewal obligations and liability terms. Counsel determines how the actual wording applies to your structure. A restriction in a key customer agreement may require consent. A supplier dependency may call for a transition arrangement rather than a price change.

Keep the affected agreement and any amendments together. Ask the seller for missing schedules and executed versions before treating a clause as settled. Reading a template alone does not establish the terms agreed with a particular counterparty. The AI contract review software page explains how to use document findings as prompts for legal review.

Connect open questions across workstreams

Team and Fund include Q&A and custom due diligence checklists. Use a question to identify the exact gap in the evidence, then have the responsible reviewer assess the response. A legal issue can affect the financial model, and a financial discrepancy can reveal a missing agreement. Keep those dependencies explicit in the team's review notes.

For example, a forecast may assume renewal from a major customer while the contract allows termination on short notice. The commercial team assesses the relationship, counsel reviews the terms, and the financial team considers the assumption. The software supports their coordination. It cannot determine the customer's intentions or resolve a contractual ambiguity without the appropriate professional judgment.

Export findings with the limits of the review

Export a red flag report and use it with advisor reports and your investment memo. Identify the evidence covered, the material that remains unavailable and the unresolved questions. A report becomes more useful when it explains the proposed response, such as requesting consent, revising a model assumption or completing specialist review before closing.

Diligence does not end merely because the room contains the requested files. A document can be incomplete, inconsistent or outside the required period. Review the substance, record assumptions and distinguish an accepted risk from a proven fact. Your acquisition decision remains with the people responsible for the transaction.

Choose capacity for the active review

Use Deal for a focused room within its included allowances, Team for more active rooms and collaboration controls, or Fund for expanded capacity, SSO and a portfolio view across deals. Exact storage, seat and analysis limits appear on Pricing. Annual billing is the default and charges the year together.

Document analyses are counted per billing period. Deleting documents does not restore used analyses. Plan the review around both document volume and the parties who need internal seats, while treating external view and upload invitations separately. The one-time demo provides a way to inspect the report before choosing a subscription.

FAQ

Yes. Organize the documents by workstream and use folder permissions to give each participant appropriate access. Reviewers remain responsible for their conclusions.

No. It supports review of the documents provided. Missing records, external facts and professional judgments still matter to the acquisition decision.

Confirm your authority to share them, remove unnecessary personal information and decide which participants require access. Align the disclosure process with counsel.

Begin with evidence from your next transaction

Analyze a document and inspect the demo findings before setting up the acquisition room.

Analyze a document