Software due diligence for deals where the product is the asset.
In a software deal, the codebase, architecture and engineering team are the asset, software due diligence is how you find out what they are really worth. StackUp gives investors an independent read on scope, process and red flags within 48 hours, from under 30 minutes of the technology leader's time.
Independent · no upsell · money-back guarantee
Deal value at risk
$480,000
- HighTwo engineers hold all deploy knowledge$160K
- HighNo automated test coverage on core product$130K
- MediumRoadmap commitments exceed team capacity$110K
- Quick winReview open-source licence obligations$80K
Trusted by former CTOs of
The red flags
The software red flags that move valuations
Software deals rarely fail on what the demo showed. They fail on what the engineering function couldn't sustain, and every one of those risks is visible before close, if you look with a structure.
In the product and architecture
Key-person risk on the codebase, thin automated test coverage, accumulated technical debt and open-source licence exposure, the four findings that most often reprice software deals. StackUp scores the practices around the product, so these surface as evidence with a dollar figure, not as a late-stage surprise.
In the team and the process
Deploy cadence, roadmap realism, security practice and vendor lock-in tell you whether the product can keep its promises after close. StackUp assesses these as part of a broader tech due diligence standard, and where third-party components carry the risk, extend the lens with vendor due diligence.
How it works
Three steps to see the software clearly
Assess
Structured input from the people who build it.
- The technology leader completes it in under 30 minutes
- AI calling agents hear how the team really ships
- No access to the codebase required to start
Understand
An independent view of engineering health.
- Practices scored against best practice and peers
- Each red flag sized in dollars against the deal
- Defensible, shareable findings for the deal room
Decide
Negotiate and plan from evidence.
- Risk-adjusted view to inform price and terms
- A day-one engineering improvement plan
- Track remediation post-close on the platform
Why StackUp
Software DD without the code-review bottleneck
StackUp reads the engineering function fast and independently, and pairs cleanly with deep code audits where the deal demands them.
A code-audit-first approach
- Weeks of repo access negotiations before work starts
- Deep on code, blind on team and process
- Findings engineers understand but deal teams don't
- Scope creep as every finding spawns another review
StackUp
- An engineering-function baseline within 48 hours
- Team, process and product practices in one score
- Findings in dollars and plain language
- Pairs with targeted code audits where warranted
Reviews
What investors say about deal-speed clarity
Deal makers on replacing weeks of discovery with an independent, evidence-based view.
Enabled us to approach future investment discussions with confidence.
Not only saved us significant effort and costs but also ensured we had the insights needed to confidently move forward in our deal process.
Looks like you've absolutely nailed it beyond what any of us had originally dreamed. Love it.
Proof
Software calls made with evidence
Real engagements where an independent read on the technology arrived at deal speed.
Investor accelerates technology due diligence without cutting corners
With an eight-week window to acquire a $180M revenue business, this PE investor compressed software and technology discovery from three-plus weeks to 48 hours.
"We didn't want to replace our advisors. We just didn't want to spend three weeks figuring out what existed before we could talk about what actually mattered."
Fractional CTO converts discovery into paid engagement faster
A fractional CTO used the same structured assessment to turn an open-ended 'tell us what's going on' brief into findings, and a six-month engagement.
"Discovery is important, but it's hard to bill for open-ended conversations."
FAQs
Software Due Diligence questions, answered
What is software due diligence?
Software due diligence is the evaluation of a software product and the engineering organisation behind it, typically before an acquisition or investment. It examines architecture, code quality practices, technical debt, security, licensing, team structure and delivery process to establish whether the software can support the growth the deal assumes.
What does software due diligence examine?
Four clusters: the product (architecture, scalability, technical debt), the practices (testing, deployment, security), the people (key-person risk, team depth, capacity versus roadmap) and the obligations (open-source licences, third-party dependencies, vendor lock-in). Weakness in any one can reprice a deal.
What are the biggest red flags in software due diligence?
The recurring ones: deploy knowledge held by one or two engineers, little or no automated test coverage, roadmap commitments that exceed team capacity, unresolved open-source licence obligations, and security practices below what enterprise customers or regulators will require. All are findable within days with a structured assessment.
Does StackUp review the source code itself?
StackUp assesses the engineering function, practices, team, process, security and vendor posture, rather than reading the codebase line by line. That yields an independent baseline within 48 hours and tells you whether a deep code audit is warranted and where to point it, so specialist reviewers dig only where the risk is.
How long does software due diligence take?
A conventional process takes three to four weeks before real analysis starts. With StackUp, the target's technology leader completes the assessment in under 30 minutes and the deal team has a documented, independent baseline within 48 hours, inside even the tightest exclusivity window.
See the software risk before it's your problem
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