This software acquisition due diligence case study shows how Don Hook, founder of Full On Consulting, assessed a transportation management system before a logistics company bought its code base, and turned key-person and documentation risk into purchase conditions.
3
Days of on-site interviews
215
Database tables reviewed
5
Purchase conditions defined
Acquired
Code base purchased
Situation: A Critical System Owned by a Struggling Vendor
A logistics services company ran its transportation management offering on a web-based system licensed from a small software vendor. The vendor had been through layoffs and turnover, enhancements were slipping, and the relationship was strained. The company wanted to buy the code base and support it themselves.
Challenge: What Happens When the Knowledge Walks Away?
Before paying for the code, the company needed to know if the architecture was sound and if it could support their plans. They also needed to know what would happen to the knowledge when the vendor's people walked away.
Action: Code Review, Interviews and Purchase Conditions
Don Hook led the assessment: three days of interviews with the vendor's product, development, QA, database and systems staff, plus a review of the code and documentation. Findings:
- Positive: A clean three-tier architecture, Java code that followed best practices, and a lightweight XML integration approach.
- Negative: Almost no documentation (no requirements, design or test documents), so the knowledge lived in a few people's heads. Several of those people had already left.
- Risk: An aging user interface framework with a shrinking talent pool, complex version control from years of client-specific changes, and a 215-table database with no data model.
The report turned those risks into purchase conditions:
- A joint plan to get the code base running.
- The vendor installs it and makes it operational in the buyer's support environment.
- Code and data specific to other clients removed before delivery.
- Buyer QA testing and sign-off before acceptance.
- A vendor support contract of a year or more for production troubleshooting.
The assessment also included hosting requirements and estimates.
Result: The Code Base Was Acquired on Protective Terms
The company bought the code base on terms that protected it from the vendor's knowledge gaps. It took control of the system its clients depended on.
Let's Get Started
Buying software, or a company built on it? Find the key-person and documentation risk before you pay for it.
Make the Findings Part of the Deal
Full On Consulting turns technology risk into purchase conditions, so you buy what you think you're buying.
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WHY FULL ON CONSULTING
Senior Consultants Only
Every engagement is led and delivered by senior consultants — former CIOs, CTOs, and enterprise IT executives. You get the people you were sold, not a bait-and-switch to junior staff after the contract is signed.
$40M+ in Documented Savings
Our track record includes $40M+ in verified client savings, a $130M M&A integration across 90+ global facilities, and an end-user computing transformation for 18,000 employees. We deliver measurable outcomes — not just recommendations.
20+ Years of Enterprise Experience
Our consultants average 25+ years of enterprise IT experience across Fortune 500 and mid-market companies. We have run the same programs we are being asked to lead — across SAP, Oracle, Salesforce, ServiceNow, and large-scale transformations.
Strategy Through Execution
We do not hand you a strategy deck and walk away. Our teams stay engaged from initial assessment through go-live — accountable for outcomes, not just deliverables. If we recommend it, we are prepared to execute it.
Boutique Agility
As a boutique firm, we move faster, adapt to your priorities, and work with your team rather than around it. No bureaucracy, no layers of overhead — just focused, senior-led execution from day one.
A Partner, Not a Vendor
We build long-term relationships grounded in trust and integrity. Many of our clients have engaged us across multiple initiatives and refer us to peers — because we do what we say we will do, every time.