The deal workspace

One workspace. One deal. From diligence to Day 1 — and every gate in between.

Most M&A tooling stops at discovery. ACQI gives the deal team a single workspace where discovery, planning, and governance live together — so the same people who scan the target's estate on Monday are reporting wave completion to the steering committee on Friday.

No stitched-together point tools. No re-keying spreadsheets between diligence and integration. No gap between what the board sees and what the server room is doing. Where a flip is necessary, we say so. Where a number is an estimate, it's labelled as one. The deal team can trust the workspace because the workspace is honest about what it doesn't know.

14 live tabs 13 in progress 3 on roadmap 2 gating tabs 240 discovery modules feeding it

M&A lifecycle, not just app tabs

The 9-phase deal lifecycle.

ACQI's workspace is grouped around the canonical 9-phase M&A lifecycle — from initial target screening through post-close hypercare. Each stage in the workspace corresponds to one or more of those phases, with the people, outputs, and decision gates that the phase actually requires.

Pre-deal

Phase 0 Gates sign-off

Why we want this deal. Before any target is named.

Establish WHY the deal is being considered before WHAT to acquire. Investment theses, guiding coalition, strategic vision. Working thesis first, thesis revisit second; the #1 integration failure is doing the deal for strategic reasons but managing it as a financial transaction.

Screening → LOI

Phases 1-2 Gates sign-off

Universe → shortlist → signed letter of intent.

Filter 100 candidates to 5-10 against screening criteria. The LOI captures exclusivity window, MAC clause, and price range before either side commits DD capital. Most pricing fights actually start at LOI mechanics, not at the SPA.

Diligence

Phases 3-4 Gates sign-off

9-track workplan. EBITDA normalized across all four valuation methods.

The 9-track diligence workplan (Financial / People / Tax / Legal / Operations / IT / Compliance / Commercial / Environmental). IT track is seeded live from the 240 discovery modules. EBITDA normalization (QoE) comes BEFORE valuation. Four valuation methods (DCF, Trading Comps, Precedent Comps, LBO) run side-by-side; recovery ratio tells whether the deal actually creates value.

Negotiation & Close

Phases 5-7 Gates sign-off

Structure, regulatory, sign-offs, 10-task closing checklist.

Structuring (asset vs stock vs merger), consideration mix (cash vs stock vs rollover), working-capital peg with true-up at close. Regulatory filings across jurisdictions (HSR, EU Merger Reg, CFIUS, UK CMA, China SAMR, etc.). Gates sign off per stage. The 10-task closing checklist is the difference between close-on-time and a blown signing window.

Integration

Phases 8-9 Gates sign-off

Day-1 → D+365. Comms cadence, synergy tracking, RACI.

Day-1 readiness → 100-day workplan → 365-day Gantt. People change is tracked through the 8-step and 3-phase transition model. Comms cadence runs D-1, D+1, D+7, D+30, D+90. Cost track moves identified → committed → realized. Synergy tracked in three streams (Cost, Revenue, Operational).

Steady-state

Phases 10-10b Gates sign-off

Divestiture TSAs, recovery plans, audit trail.

Either the deal converts to steady-state operations, or carve-out TSAs need separation tracking, or synergies miss at D+180 and a 100-day turnaround kicks (8-dimension diagnostic). The Evidence tab is always there — every claim on every other tab resolves back to a row in the data room.

How we score a deal

The Deal Health Index (DHI).

Seven dimensions, weighted per deal, computed deterministically from cross-store signals. The score on the Overview tab is the visible output; the math lives in `dealHealthEngine.ts` and is rebuilt every time any signal changes (per SPEC-D-01). No fabrication — every dimension reads from real data.

F

Financial

Synergy capture rate vs target. Cost savings identified vs committed vs realized. Working-capital variance.

T

Technical

Discovery-data signals: orphan resources, security posture gaps, EOL inventory, integration-readiness score from 240 discovery modules.

O

Operational

Day-1 readiness, TSA coverage, integration workstream status, RACI completeness.

P

People

Sentiment trend, transition-phase mapping (Ending → Neutral → New Beginning), at-risk escalation count.

C

Compliance

Per-deal attestation grid, regulatory filing status, GDPR/HIPAA/SOX/PCI-DSS requirement closure.

R

Risk

Risk register severity distribution, mitigation coverage, evidence citation rate. Hard-cite enforced for WARD/AUDT authors.

S

Stakeholder

Stakeholder coverage, RACI completeness, comms cadence adherence, OCM milestone status.

E

Evidence

Audit-trail integrity: every claim on every tab resolves to a row in Evidence. "Cite or it didn't happen."

All 30 tabs

Every tab. Plain English. Source. Status.

Each card shows what the tab does, the source (SPEC or canonical M&A text), the data signals it reads, the default owner, whether it gates a sign-off, and how live it is today.

01

Overview

SPEC-D-03 / SPEC-26 Live Pre-deal

Where every deal starts.

Deal workspace hero — stage timeline, KPI tiles, recent-activity feed. Read-only.

Signals
  • Deal metadata
  • Stage indicator
  • Headline synergies
  • Headline risks
  • Recent activity
Default owner

any

02

Analytics

SPEC-D-01 / SPEC-87 In progress All phases

Charts the deal, not the discovery.

Per-deal workstream rollup — KPI aggregation from App / Infra / Data / Security / Org swim-lanes. Charts the deal, not the discovery.

Signals
  • Stage funnel
  • Risk heatmap
  • Synergy progress
  • Day-on-day movement
Default owner

imo

Charts real, drill-downs limited

03

Strategy

SPEC-D-03 In progress Phase 0 — Strategy

Why we want this deal.

Phase 0 — Strategic rationale (4 quadrants: market-access, product, cost, talent), target-screening weighted checklist, investment hypotheses tracker. The why before the LOI.

Signals
  • Investment theses
  • Screening criteria
  • Weighted score
  • Hypothesis register
Default owner

ic + imo

Form wired, write-back thin

04

LOI

SPEC-196 Stub Phase 2 — LOI

Letter of Intent terms.

Phase 2 — Letter of Intent. Term fields, MAC clause, exclusivity countdown, exclusivity-management checklist. Persists to deal-scoped file store.

Signals
  • Exclusivity countdown
  • MAC clause
  • Price band
  • Conditions to signing
Default owner

lead negotiator

Stub data, real UI

05

DD

SPEC-D-02 / DD Live Phase 3 — Due Diligence

The 9-track diligence checklist.

Phase 3 — Due-Diligence Tracker. Nine tracks: Financial, People, Tax, Legal, Operations, IT, Compliance, Commercial, Environmental. Items seeded from discovery data on the IT track.

Signals
  • 9 diligence tracks
  • Per-track checklist
  • Owners + status
  • Live IT discovery data → 240 modules
Default owner

dd workstream leads

06

Normalization

SPEC-147 In progress Phase 4 — Valuation

Clean the numbers before they hit the model.

EBITDA Normalization / Quality of Earnings worksheet. Income Statement, Normalization Adjustments with rationale, summary bar (Reported → Adjusted → Normalized EBITDA). Manual entry only.

Signals
  • Adjustment entries
  • Sensitivity grid
  • QoE bridge
Default owner

cfo + advisors

Form + grid real, mixed data sources

07

Valuation

deal-valuation Live Phase 4 — Valuation

Four methods. One number with confidence.

Four valuation methodologies in a 2×2 grid — DCF (WACC × growth sensitivity), Trading Comps (EV/Rev, EV/EBITDA, P/E), Precedent Comps (premium analysis), LBO (capital structure, returns waterfall, exit-multiple sensitivity).

Signals
  • DCF (10-year model)
  • Trading comps
  • Precedent comps
  • LBO waterfall
  • Cross-method confidence
Default owner

cfo

08

Deal Economics

SPEC-FUNC-15 Live gates sign-off Phase 4 — Valuation

Is the deal actually worth it.

Premium recovery, synergy NPV, recovery ratio — surfaced directly in the workspace so deal leads don't navigate to /financial/deal-economics.

Signals
  • Premium paid
  • Synergy NPV
  • Recovery ratio
  • EPS accretion
Default owner

cfo

09

Structure

deal-lifecycle §5 In progress Phase 5 — Structuring

How the deal is shaped on paper.

Phase 5 — Deal Structuring & Negotiation: transaction mechanism (asset/stock/merger/reverse/LBO), consideration mix (cash/stock/rollover), working-capital peg with true-up at close.

Signals
  • Deal parties
  • Structure type
  • Equity waterfall
  • Earnout terms
Default owner

lead negotiator + legal

Inline editing visible, handler status pending

10

WC Analysis

SPEC-148 In progress gates sign-off Phase 5 — Structuring

Working capital peg and variance.

Working Capital peg analysis tool — true-up at close, peg negotiations, WC adjustments. The dollar gap surfaced on the closing balance sheet.

Signals
  • WC peg
  • Actual WC
  • Variance breakdown
  • True-up calculation
Default owner

cfo

Form + variance real, save status pending

11

Stakeholders

Stakeholders Live All phases

Everyone on the deal and what they touch.

Roster of executive sponsors, IMO, workstream leads, external advisors. Cadence column drives the comms schedule.

Signals
  • Stakeholder list
  • Entity links
  • Cadence
  • Role tags
Default owner

imo

12

Risks

Risks Live All phases

Deal risk register with severity, owner, citation.

Deal-level Risk Register. Hard-cite enforced for WARD/AUDT authors. Shows severity, status, mitigation, evidence chip. Combines hard risks (security gaps, priv-accounts, dormant users) and soft risks (sentiment trends).

Signals
  • Severity × status grid
  • Citation chip
  • Mitigation
  • Soft + hard risk merge
Default owner

ward (cited only)

13

Synergy

SPEC-D-02 / Synergy Live Phase 5 — Structuring

Cost down, Revenue up. Locked then Realized.

Cost / Revenue / Leakage capture with targeted → locked → realized progression. The EVA Cascade panel at top shows the math live. AI proposals for bulk-accept.

Signals
  • Cost / Revenue / Op sub-tabs
  • Targeted → Locked → Realized
  • EVA Cascade
  • AI proposals
Default owner

synergy owner (per stream)

14

Integration

SPEC-D-04 / SPEC-357 In progress Phase 8 — Day 1 / 9 — Integration

The 100-day workplan.

Day-1 → D+365 playbook tracker — Board view (five milestone columns, workstream/owner/status/wave), Timeline view (read-only horizontal Gantt).

Signals
  • Workstreams
  • Milestones
  • Owners + dates
  • Wave assignment
Default owner

imo

Grid + add modal real, handler status pending

15

RACI

SPEC-37 In progress All phases

Who owns what, per workstream.

Deal-scoped RACI matrix — who is Responsible/Accountable/Consulted/Informed for each integration workstream activity. Separate from governance-decision RACI.

Signals
  • Workstream × role matrix
  • R / A / C / I assignment
  • Edit modal
Default owner

imo

Grid populates from store, save UX pending

16

OCM

deal-change-management Stub Phase 9 — Integration

Change management. 8-step rollout, 3-phase transition, milestones.

Organizational Change Management — 8-step rollout tracker, 3-phase transition model (Ending → Neutral → New Beginning), Day 1 / D7 / D30 / D90 / D180 checklists.

Signals
  • 8-step rollout
  • Transition phases
  • D1/D7/D30/D90/D180 checklists
Default owner

ocm lead

UI present, edit handlers not wired

17

Sentiment

SPEC-05 In progress Phase 9 — Integration

What people on the ground are saying.

Employee Sentiment engine — Survey Builder + Trending (rollup, heatmap, transition zone, at-risk escalation). Backed by real sentiment:* handlers.

Signals
  • Survey responses
  • Sentiment trend
  • Transition zone mapping
  • At-risk escalation
Default owner

ocm lead

Trend chart real, data sources mixed

18

Gates

SPEC-D-01 / Gates Live All phases

Go / No-Go at every stage.

Stage-gate signoff log — gates grouped by stage, each card shows decision, signatories, blocking items, evidence cites.

Signals
  • Per-stage gates
  • Signatories
  • Blocking items
  • Evidence cite
Default owner

ic + audt (verification)

19

Close

acq-8-close Live Phase 7 — Closing

The closing-day checklist.

Deal close cockpit — aggregates Gates signoff into a close-readiness view, tracks close timeline, advances deal stage when gates clear, links to execution dashboard.

Signals
  • 10-task checklist
  • Status select
  • Sign-off cockpit
  • Advance-stage control
Default owner

lead negotiator

20

Scenario

SPEC-212 In progress All phases

What if we paid 10% less.

Deal Scenario Modeling Engine — List → Detail → Comparison flows. Compute scenario impact with baseline / parameters / computed impact, JSONL-persisted by dealId.

Signals
  • Scenario list
  • Parameter inputs
  • Computed impact
  • Side-by-side compare
Default owner

cfo + strategy

Save/delete UI present, handler confirm pending

21

Contingency

SPEC-43 Live Phase 9 — Integration

What if the cutover goes sideways.

Cutover contingency planning — Scenario List (probability/impact/owner), Decision Tree (go/no-go nodes), Comms log for contingency stakeholders.

Signals
  • Contingency plans
  • Decision tree
  • Pre-snapshots
  • Rollback steps
Default owner

imo + cutover lead

22

Regulatory

deal-regulatory In progress Phase 6 — Regulatory

Filings, approvals, conditions.

Anti-trust & regulatory filings tracker — HSR (30-day, second-request), EU Merger Reg (Phase I 25d → Phase II 90d), CFIUS (45+45), UK CMA, China SAMR, Australia ACCC, Canada CB, Germany BKartA.

Signals
  • Filings list
  • Approvals
  • Closing conditions
  • Timeline view
Default owner

legal + external counsel

Timeline real, form wired

23

Compliance

SPEC-40 In progress All phases

Deal-level sign-off and attestation.

Per-deal compliance roadmap — regulation cards (GDPR / HIPAA / SOX / PCI-DSS + custom) with per-regulation requirements grid.

Signals
  • Compliance checklist
  • Attestation grid
  • Per-item owner
  • Evidence links
Default owner

compliance lead + legal

Grid + form real, handler depth pending

24

Comms

Comms Live Phase 9 — Integration

Campaigns and comms templates.

Comms timeline — announcements, regulatory filings, town halls. Chronological with status badges, audience colour code. Inline edit with Escape-to-cancel.

Signals
  • Campaign templates
  • Active campaigns
  • Send controls
  • Performance tracking
Default owner

comms lead

25

Costs

SPEC-D-02 / Costs In progress Phase 9 — Integration

Where the integration money actually goes.

Cost takeout tracker — run-rate cost reductions (savings) + one-time costs (transition). Each row tracks identified → committed → realized. Fed by discovery (orphan resources, oversized VMs, duplicate licences).

Signals
  • Cost categories
  • Identified → Committed → Realized
  • Variance flagging
  • Discovery-driven inputs (orphan Azure resources, oversized VMs, duplicate licences, shadow SaaS)
Default owner

cfo + imo

Form + breakdown real, handler verify pending

26

Cost Forecast

SPEC-259 / SPEC-542 Live Phase 4 — Valuation

What it will cost to integrate.

Forward cost projections for the deal — integration spend runway, run-rate trajectory, sensitivity bands. Day-1, Day-100, Year-1, Year-2 cost bands.

Signals
  • D-1/D-100/Y1/Y2 bands
  • Category breakdown
  • Sensitivity
Default owner

cfo

27

Turnaround

deal-turnaround Stub Phase 10b — Recovery

100-day diagnostic and recovery.

Phase 10b (recovery) — auto-triggered when realized synergy < 50% of targeted at D+180 (or manually). 8-dimension diagnostic with severity, root-cause hypotheses, action plan.

Signals
  • Diagnostic findings
  • 8 dimensions
  • Root-cause hypotheses
  • Action plan
Default owner

intervention lead

Stub data, handlers not wired

28

Divestiture

Master Runbook Divestiture Branch Live Phase 10 — Separation

TSA tracker and perimeter mapping for carve-outs.

TSA tracker + perimeter mapping. Tab is conditionally visible — only when the deal is flagged isDivestiture OR has any linked companies (carve-out indicator).

Signals
  • TSA service lines
  • Perimeter mapping
  • Linked companies
  • TSA expiry calendar
Default owner

separation lead

29

Evidence

Evidence In progress All phases

The audit trail.

Data-room evidence / cites for the deal — the audit trail that backs every claim made on the other tabs.

Signals
  • Document gallery
  • Per-item metadata
  • Upload / delete
  • Link to risks / findings / gates
Default owner

audt (verification)

Gallery + grid real, backend verify pending

30

Intelligence

SPEC-296 Live All phases

ARIA's read on this deal.

Historical pattern mining, analogues, risk correlations, synergy benchmarks, prescriptive recommendations, timeline predictions — all from real stored closed-deal outcomes.

Signals
  • Deal-context summary
  • Anomalies + risks flagged
  • Suggested next moves
  • Benchmark comparisons
Default owner

aria (persona-aware)

What's actually shipped

Seven Deal-system specs, mapped to code.

Functional completeness of the Deal system (the math behind the workspace) comes from seven SPEC-D-* specs in wiki/mna/specs/. The aggregate is ~76% complete across the seven specs. The remaining gaps are listed honestly below — no marketing rounding.

SPEC-D-01

Deal Health Index

90% complete functional

7-dimension health aggregate from real cross-store signals. Weight editor, signal drill-down, threshold config, historical trend.

SPEC-D-02

Synergy Realization Tracker

85% complete mostly functional, residual gap

Real-deal roll-up wired (dealStore.ts:219-235 → useDealHealthLogic.ts:44-45 → dealHealthEngine.ts:115). Demo-seed branch at dealHandlers.ts:2222 is missing counts.synergyLocked/synergyTarget — known 6-consecutive-audit open gap.

SPEC-D-03

Deal Lifecycle Navigator & Workspace

90% complete functional

DealRegistryView, DealWorkspaceView, NewDealWizard, ActivityFeedView all wired at routes.tsx:634-658. SPEC-540 batch added 5 orphan tabs to DealWorkspaceView.

SPEC-D-04

Workstream Coordination & Health Pulse

86% complete functional

WorkstreamCoordinationView (642L, +14 with SPEC-516 DensityToggle), WorkstreamHealthPulseView (364L), useWorkstreamHealthLogic hook invoked at L264.

SPEC-D-05

Portfolio Deal Oversight

80% complete missing filter bar

PortfolioHealthDashboardView 544L but no filter bar. SearchBar + FilterChips exist as design tokens (commit 1329a506ed batch-51) but not integrated.

SPEC-D-06

Aesthetics & Intuition Pass

80% complete functional

Design batches B28 (motion), B36 (lucide floor), B42 (status-error), B49/50/55/57/70 (skin-aware neutrals across 425 files), B97 (honest-data marks). Aria shell migration complete.

SPEC-D-07

Documentation Tightening

20% complete stub

Frontmatter + structure in place; ACQI Implementation sections in 4 playbooks (deal-runbook, deal-synergies, deal-integration, deal-lifecycle) not yet populated. Natural for Scribe to own.

Honest gaps — public

Two SEAL-BLOCKER gaps have remained open across the last six consecutive deal-system audits (verifiable in wiki/audits/2026-07-22-deal-mvp-watch.md):

  • Demo-seed synergy roll-up residual. In dealHandlers.ts:2222 only counts.synergies is set; the synergyLocked / synergyTarget fields needed for the Financial dimension to read on demo deals are missing. Real deals work. ~20 minutes to fix plus a regression test.
  • Portfolio filter bar missing. PortfolioHealthDashboardView.tsx has the data, has the design tokens (SearchBar, FilterChips in commit 1329a506ed batch-51), but the integration is a separate step. 3-5 hours plus a UI test.

These aren't marketing-worthy. They're visible to anyone reading the audit log. We'll fix them.

Discovery → Deal

Where the discovery data actually lands.

The 240 discovery modules don't decorate this page — they populate specific deal-workspace inputs. Concrete examples, named end-to-end:

DD tab ← Active Directory Security

Discovery surfaces privileged-group membership, stale accounts, password-policy health, Kerberoastable SPNs, AS-REP-roastable accounts. Each finding becomes a DD work-item with owner + status, and feeds the Risk register (security posture gaps, privilege-escalation paths, dormant accounts).

wp wiki mna deal-due-diligence §"ACQI Discovery Modules for Tech DD"

Costs tab ← Orphan Resources Discovery

Orphaned disks, public IPs, NICs, and empty resource groups become run-rate cost reductions. Each row in Costs has identified → committed → realized, and discovery data populates the "identified" column with dollar estimates.

wp wiki mna deal-synergies §"Cost synergy capture mechanics"

Integration tab ← Application Dependency Map

The integration Gantt is organized by application-dependency graph. Migration waves are sequenced so applications move with their upstream/downstream dependencies, not independently. Readiness scores from the discovery batch gate each milestone.

wp wiki mna deal-integration §"Wave sequencing by dependency"

Risks tab ← Attack Path Analysis

The blood-hound-style attack graph becomes hard risks. "Concrete attack path length 3 from compromised service account to Domain Admin via 2 application admins with no MFA." Quantifies the breach radius for cyber-insurance underwriting, which feeds the deal insurance estimate.

wp wiki mna deal-due-diligence §"AttackPathAnalysisDiscovery"

Risks tab ← Sentiment + transition phase

Sentiment survey responses merge with hard IT risks in the same register. "Soft" risks (sentiment trend, transition-phase deterioration) and "hard" risks (security gaps, priv-accounts) feed one view — Ward persona enforces citation on both halves.

wp wiki mna deal-lifecycle §Phase 9 Integration

Cost Forecast ← Multi-module inputs

The 1-3% of deal value that integration typically costs gets modeled at D-1, D+100, Y1, Y2 bands. Inputs: orphan-resource cleanup cost, EOL remediation, identity-merge complexity (AD forests, Entra tenants), shadow SaaS rationalization, license consolidation.

SPEC-259 / SPEC-542

Reading list

The terms you'll see.

Plain-English definitions for the M&A vocabulary used across the workspace tabs. Anyone who's been through a deal will recognize them; anyone who hasn't is now on solid footing.

LOI
Letter of Intent — non-binding offer that opens an exclusivity window for DD.
MAC clause
Material Adverse Change — contract clause that lets a buyer walk if the target's state materially worsens before close.
EBITDA
Earnings Before Interest, Taxes, Depreciation, Amortization — the core profitability metric normalized across deals.
QoE
Quality of Earnings — diligence adjustment to strip one-time costs, owner comp, and non-recurring items from EBITDA.
DCF
Discounted Cash Flow — valuation method projecting 10 years of free cash flow and discounting at WACC.
WACC
Weighted Average Cost of Capital — the discount rate used in DCF. Combines cost of equity and cost of debt.
WC peg
Working Capital peg — target-level Working Capital at close. Actual vs peg triggers a dollar true-up at signing.
TSA
Transition Services Agreement — when a seller runs carved-out services (HR, IT, finance) for the buyer for an agreed period post-close.
HSR
Hart-Scott-Rodino Act — US pre-merger notification. 30-day initial waiting period; Second Request extends review to 180+ days.
CFIUS
Committee on Foreign Investment in the United States — national-security review of cross-border deals.
DHI
Deal Health Index — ACQI's 7-dimension aggregate (per SPEC-D-01) used on Overview + Portfolio dashboards.
EVA Cascade
Economic Value Added breakdown showing how locked/realized synergies flow to the bottom line.
IMO
Integration Management Office — the team that owns post-close execution. Stakeholder on the Stakeholders tab.
IC
Investment Committee — the body that approves go/no-go at LOI, IC, signing, close. Signs off on Gates.
D+0/D+30/D+90/D+180/D+365
Day markers from close. Standard activity templates prescribe specific activities on each day marker.

One workspace. 30 tabs. One deal.

Every concern of an M&A lifecycle, in one place, wired to live data — not a marketing-segmented suite.