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For private equity deal teams and operating partners

M&A ERP health check: know if the ERP can carry the deal

Before you sign, or after close as part of value creation, you’ll know whether the ERP can support the growth plan: what’s holding the close together, what it takes to integrate or replace it, and what that will cost. Clear findings you can build into the price, the 100-day plan or the value creation plan, in as little as 3–5 days.

At a glance
When it runs

Before signing, or post-close for value creation

Timeline

3–5 days to 8 weeks, by scope

What you get

A keep, fix or replace call, costed, and a Day 1 plan

Built for

Deal teams, operating partners and portfolio CFOs

Where the ERP health check sits in the deal
01

Diligence

02

Day 1

03

TSA exit

04

Integration

Vance St. Capital
Shamrock Capital
Solace Capital Partners
Demopolis Equity Partners
Owner Resource Group
Slate Capital Group
Assured Healthcare Partners
LLR Partners
Yellow Wood Partners
Avalt
Bertram Capital
ERP health check

What is an ERP health check in M&A?

An ERP health check is the review of a company’s ERP and the finance and operations processes that run on it, before a deal closes or after it, as part of post-close value creation. In M&A, it tells the buyer whether the system can carry the investment thesis, what it will cost to keep, fix, integrate or replace, and how long that will take.

It matters because many portfolio companies have outgrown their ERP or accounting system without anyone saying so. A version the vendor is retiring, years of customization or a month-end close held together by spreadsheets rarely shows up in the CIM. It does show up in the 100-day plan and the budget. Found before signing, it can go into the price, the TSA and the plan instead.

The questions we answer change with the deal

Platform

Can the ERP carry the growth plan and the add-ons to come?

Add-on

What will it take to move the add-on onto the platform’s ERP, and how fast?

Carve-out

Is the ERP shared with the parent, and what will it cost to stand up our own?

Buy-and-build

Can it consolidate many entities without a manual close?

Aging ERP

Is the vendor retiring this version, and when does replacing it stop being optional?

Sell-side

Will a buyer trust the numbers that come out of the system?

Scope

What our ERP health check covers

Four lenses on the ERP, evaluated together, so a finding in one shows up in the cost and the plan for the others.

Platform

ERP version, support status and vendor roadmap

Hosting: on-premise, hosted or cloud

Customizations, scripts and workarounds

Integrations: EDI, warehouse, ecommerce, CRM and payroll

Licences and contracts

Answers

Will the ERP still be supported through the hold?

Can it be upgraded, or is it customized past that point?

Processes

Order-to-cash

Procure-to-pay

Record-to-report and the month-end close

Plan-to-make: inventory and manufacturing

Multi-entity consolidation

Answers

How long does the close take, and how manual is it?

Can it absorb the next acquisition?

Data and reporting

Customer, item and vendor master data

Financial and management reporting

Reporting tools and spreadsheets around the ERP

Data quality for migration

Data readiness for AI

Answers

Do the numbers in the CIM come out of the system?

Is the data clean enough to move?

Cost and controls

Total cost: licences, hosting and partner fees

Who runs it, and key-person risk

The implementation partner and support model

Financial controls and segregation of duties

User access and security

Answers

What does the ERP really cost a year?

What happens if the one person who knows it leaves?

AI is part of the review: whether the ERP’s data is clean and structured enough for AI forecasting and automation, and whether the platform’s roadmap will support it.

Engagements

ERP health checks for private equity, right‑sized to the deal

Run it on its own, as part of a full IT due diligence, or after close as part of value creation. Every tier ends in a clear call on the ERP: keep it, fix it, integrate it or replace it, and what each will cost.

01
Pre-LOI

Red-flag review

3–5 days

CIM and management presentation review

A one-hour interview with finance or IT

ERP red flags and a rough cost to fix or replace

02
Data room

Confirmatory

3–5 days

ERP contracts, licences and support status

1–2 hours of finance and IT interviews

ERP scorecard and a keep, fix or replace call

03
Comprehensive

Full-scope

2–3 weeks

Process walkthroughs, from order-to-cash to the close

Customization, integration and data review

Costed roadmap and a 100-day ERP plan

04
End-to-end

Carve-out or add-on

4–8 weeks

Everything in a full-scope review

ERP separation or integration plan

TSA scope for finance systems, and the exit plan

05
Post-close

Value creation

2–3 weeks

ERP, close and reporting review with the finance team

Fit with the value creation plan and the next add-ons

An optimize, migrate or replace call, costed

Every tier covers
ERP platform and support status
Customizations and integrations
Order-to-cash and procure-to-pay
Month-end close and consolidation
Master data and reporting
Licences, contracts and cost
Book an ERP health check
Our method

How an ERP health check runs

The same repeatable sequence as our IT due diligence, refined across 300+ diligences, with the finance team at the center of it.

Phase 1

Prepare

Request list, data room or system access, and a first read on the ERP.

Phase 2

Assess

Finance and IT interviews and process walkthroughs, traced through the ERP rather than described.

Phase 3

Report

A keep, fix, integrate or replace call, costed, with a Day 1 or value creation plan for finance.

FAQ

ERP health check questions, answered

Something we haven’t covered? A partner can answer it on a short call.

What is an M&A ERP health check?

An M&A ERP health check is the review of a company’s ERP before a deal closes, or after close as part of value creation: the platform and how it’s customized, the finance and operations processes that run on it, the data and reporting, and what it all costs to run. The output is a clear call on whether to keep, fix, integrate or replace the ERP, and what each option will cost.

For a buyer, the point is the terms and the plan. ERP findings can support a purchase price adjustment, better transition services agreement (TSA) terms and a 100-day plan the finance team can actually deliver. See how it fits with the rest of our M&A IT services.

It depends on the decision. A red-flag review or a confirmatory review takes three to five days. A full-scope review takes two to three weeks, and a carve-out or integration diligence four to eight weeks, because it adds the separation or integration plan.

An ERP health check can run on its own, as part of a full IT due diligence when the deal needs a view of the whole technology estate, or after close as part of value creation. Either way, starting early leaves time to negotiate on what it finds.

Every report includes findings and recommendations, and a view of what the ERP will cost to keep, fix, integrate or replace. Confirmatory and full-scope reviews add an ERP scorecard; a full-scope review adds a costed roadmap and a 100-day ERP plan.

A carve-out or integration diligence also includes the ERP separation or integration plan, the TSA scope for finance systems and the plan to exit it. Findings are presented to the deal team in a read-out.

An ERP health check for private equity starts from the investment thesis, not a feature checklist. The questions are whether the system can consolidate the add-ons in the plan, how long the close takes, what the deal model should assume for ERP spend, and whether the reporting will hold up when it’s time to sell.

Our team implements and runs ERPs after close as well as reviewing them, so findings come with a realistic cost and timeline attached. See our private equity ERP services.

Yes. After close, it becomes part of the value creation plan: has the company outgrown its ERP or accounting system, how long does the close take, and can it absorb the next add-on? The output is a costed call to optimize, migrate or replace, sequenced into the plan.

That’s one of the most common findings, and one of the most expensive to discover late. When a vendor retires a version, the company can end up replacing its ERP on the vendor’s timeline rather than its own, often in the middle of the hold.

Diligence puts a date and a cost on it, so the replacement can go into the deal model and the plan. For one PE-backed equipment rental company, our assessment gave the sponsor a clear risk picture on a retiring ERP, so the replacement decision was made on evidence rather than vendor pressure.

The findings become the plan. We can run the ERP separation in an IT carve-out, move an add-on onto the platform’s ERP through M&A IT integration, or implement and run the ERP as part of our ERP services.

It’s an option, not a condition. Either way, what we learned in diligence isn’t lost between signing and Day 1.

Get a read on the ERP, before the LOI or after close

Start with a red-flag review: three to five days, a clear view of the ERP risks, and what they’re likely to cost to fix or replace.