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What is Due Diligence?

Due diligence is the comprehensive investigation and analysis conducted before a major business transaction, typically an acquisition, investment, or partnership. It evaluates financial health, legal risks, operational capabilities, market position, and strategic fit to inform the go/no-go decision and valuation.

Due diligence is one of the most common consulting engagement types, particularly for private equity firms evaluating potential acquisitions. Commercial due diligence focuses on market dynamics, competitive positioning, and revenue sustainability. Financial due diligence examines historical financials, quality of earnings, and working capital requirements. Operational due diligence assesses processes, technology, and organizational capability.

In a case interview context, due diligence questions often present a private equity firm considering acquiring a company. You need to evaluate whether the target is a good investment by assessing market attractiveness, the company's competitive position, growth potential, risks, and ultimately whether the asking price is justified.

The depth of due diligence varies by transaction size and complexity. A small acquisition might involve weeks of analysis, while a mega-merger could require months of work by multiple consulting firms, law firms, and accounting firms working in parallel.

Real-world example

When Microsoft acquired LinkedIn for $26.2B, due diligence revealed strong user engagement metrics and enterprise cross-sell opportunities, but also flagged slowing international growth and integration complexity with existing Microsoft products.

Related terms

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