> ## Documentation Index
> Fetch the complete documentation index at: https://vaquill.ai/docs/llms.txt
> Use this file to discover all available pages before exploring further.
# M&A Due Diligence
> Run diligence over a data room with domain specialists, top deal risks, and concrete next-step asks
**Best for:** full data-room diligence across 50 to 200 documents, with domain-bucketed findings, top deal risks, and concrete next-step seller asks.
Runs diligence over an M\&A or investment data room and returns findings bucketed by domain (Legal, Financial, IP, Employment, Regulatory, Commercial), the top deal risks, and the asks you should put to the other side.
| | |
| -------------- | ------------------------------- |
| Category | In-House |
| Jurisdiction | Any |
| Practice areas | M\&A, transactional, corporate |
| Runtime | 8-30 minutes |
| Queue | Long-running (two-hour ceiling) |
## What you need
| Slot | Required | Count | What goes in it |
| ---------------------------------------------- | -------- | ------ | ------------------------------------------------------------------------------------------- |
| **Data room documents** | Yes | 1-2000 | SPA, MPA, SHA, disclosure schedules, and any other deal documents. Larger sets take longer. |
| **Reference / pre-existing company documents** | No | 0-1000 | Existing company NDAs, employment IP assignments, key contracts. |
## Inputs
| Field | Type | Required | What it changes |
| ----------------------------------------------- | ------------ | -------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |
| Deal / matter name | Text | No | Used as the deal codename across the report and exports. Codenames keep the target's identity out of cc'd inboxes. |
| **Which side are you on?** | Select | **Yes** | Buy-side (acquirer/investor) · sell-side (target/seller). Buy-side flags risks for the acquirer; sell-side highlights disclosure gaps the seller should pre-empt before opening the data room. |
| **Deal structure** | Select | **Yes** | Asset purchase · stock purchase · merger · equity investment · other. Drives which documents matter: cap-table review is near-irrelevant in asset deals, successor liability dominates stock deals. |
| **Target industry** | Select | **Yes** | Tech/SaaS, healthcare, financial services, manufacturing, energy, real estate, consumer/retail, other. Triggers the HIPAA, AML/KYC, FDA, open-source IP-chain, or export-control specialist modules. |
| **Deal stage** | Select | **Yes** | Pre-LOI exploratory · signed LOI · post-signing confirmatory · pre-closing bring-down. Changes the depth and tone of findings. |
| **Materiality threshold (USD)** | Select | **Yes** | $10K through $5M. Findings below the floor are summarized in aggregate rather than itemized. The main lever for suppressing noise in a large data room. |
| Deal size | Select | No | Under $25M, $25M-$100M, $100M-$500M, over $500M. Drives HSR analysis against the 2026 threshold and CFIUS applicability. |
| Foreign investor or national-security exposure? | Yes/No | No | Gates CFIUS / Exon-Florio review. |
| Focus the diligence on | Multi-select | No | Legal, Financial, IP, Employment, Regulatory, Commercial. Leave blank to run all five specialists. Picking a subset skips the rest and omits their report sections. Commercial rolls into the Legal and Financial buckets, so selecting it alone is treated as both. |
## How it runs
A matrix-review pipeline with domain specialists layered over the extraction.
Builds the extraction matrix across the data room, with columns determined by the deal structure, industry, and the specialists you enabled.
Every document is answered against the matrix, with supporting quotes. This is the long pole on a 200-document room.
Applies the materiality threshold and buckets findings into their domains.
Domain specialists roll their findings into top deal risks and next-step asks. The synthesis verifier drops findings citing documents outside the set or asserting terms that came back not-found.
Writes both DOCX artifacts.
## What you get
| Artifact | Format | Contents |
| ----------------------- | ------ | --------------------------------------------------------- |
| **Diligence Report** | DOCX | Domain-bucketed findings, top deal risks, and next steps. |
| **Per-Document Detail** | DOCX | One section per data-room document with its findings. |
## What this will not do
* Replace deal counsel review for the final closing risk allocation or disclosure schedule sign-off.
* Run financial quality-of-earnings, tax structuring, or environmental Phase I work.
* Investigate facts outside the data room: off-record litigation, customer churn signals, founder background checks.
* Issue the diligence asks or negotiate reps and warranties with the seller on your behalf.
* Confirm CFIUS, HSR, or sector-specific filing decisions when the facts are ambiguous. Consult counsel.
## Related
The extraction engine underneath, usable on its own.
Point an agent at a matter and let it decide which reviews to run.