Funding exercise is down now, nevertheless it’s prone to decide up in 2023. And when investments ramp up, so does M&A. Will your group and your code cross technical due diligence when it’s your flip?
Let’s begin with the positives: If an investor is continuing with technical due diligence (TDD), you’ll possible cross. You’ve handed the checks for product-market match, financials and aggressive differentiation properly sufficient that they now need to look beneath the hood.
Right here’s the not-so-good information: Corporations can cross the enterprise check, however fail TDD. Particularly for non-technical executives, the code-examination course of can really feel like … an audit … carried out in one other language … with a loud clock ticking away incessantly. Not enjoyable.
Our agency has analyzed the code of tons of of billions of {dollars} value of offers, from three-person software program firms to corporations with hundreds of builders. We’ve seemed on the contributions of over 200,000 builders who’ve collectively written 4 billion strains of code.
Poor codebase well being is most of the time “triggered” by different groups somewhat than by engineering.
From that dataset, we’ve distilled eight questions you can ask your self now. Even when TDD just isn’t on the horizon, having good solutions to those questions will guarantee your codebase is wholesome.
A fast primer on TDD
Earlier than we go any additional, right here’s a bit extra context on technical due diligence for software program:
- TDD applies to conventional software program firms and non-software firms enabled by customized created software program.
- It entails the examination of code written by staff or contractors.
- TDD is carried out by in-house consultants or by specialist consultancies.
- Buyers and acquirers, particularly the bigger and elite ones, could ask to conduct a quantitative code scan to complement qualitative interviews. Such a code scan is successfully necessary if the investor is in search of reps and warranties insurance coverage (RWI) for the deal.
The targets of TDD are to:
- De-risk the deal by figuring out if the codebase is protected sufficient for funding.
- Establish alternatives for enchancment if the transaction goes via.
We are saying “codebase” as a result of it’s extra than simply the supply code that’s beneath the magnifying glass. Your documentation, processes and most significantly, the software program builders may also be beneath examination. The purposeful scope of TDD contains code high quality, code safety, mental property, DevOps, IT and, generally, product administration.
As a result of it’s extra than simply the standard of the code, we speak about codebase well being to embody all of those areas.
Query 1: What have you ever been engaged on?
Ensuring that the group is engaged on the software program merchandise that matter most is a vital a part of de-risking the deal.
This will likely sound apparent, however generally, an organization claims to be engaged on a brand new product, however will truly be spending the vast majority of their time on customized improvement for main shoppers or not working a lot on something in any respect.
Think about this instance of an organization’s software program improvement over two years. Not solely is there a cyclicality within the work (increased in summer season), nevertheless it has declined considerably over time, particularly in 2022.
Picture Credit: Sema
Essential level: Right here, and for all questions in TDD, any reply could be adequate to clear the examination.
This leads us to TDD Theme #1: Crucial a part of TDD is guaranteeing the state of the codebase is aligned with the group’s enterprise aims. For instance, U.S. schooling software program firms sometimes see cyclical software program improvement — increased in summer season and decrease in fall — to reduce disruption for patrons when faculty begins.
Query 2: How a lot unit testing does your codebase have?
We like to differentiate between underlying code high quality to incorporate such measures as its maintainability or the flexibility to be prolonged, and the purposeful code high quality — how the product works for customers.
“Technical debt” is one other method of describing any lack of perfection within the underlying code.
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