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If the sofa wobbles, assume the firewall does too

  • Writer: mdoody0
    mdoody0
  • Aug 27
  • 3 min read

In more than twenty-five years of post-acquisition integration and technology due diligence, I have learned that the small details often reveal more than the spreadsheets.


A broken sofa in reception. Laptops too old to run basic endpoint protection. Firewalls and licences stretched far beyond their intended use.


Individually, these things can look trivial. Collectively, they reveal a pattern: cost starvation disguised as cost discipline.



The Perverse Logic of Pre-Sale Cost Cutting


When companies prepare for sale, management is under pressure to keep the numbers tidy. Costs are trimmed, spend is deferred, and anything that looks like “waste” is avoided.


I once had a CEO tell me, straight-faced: “Why replace the sofa in reception before an acquisition? It will just look like we are wasting money. Better to wait until the new owners pick up the tab.”


The same logic applies to laptops, licences, firewalls, even the basics of IT hygiene. Why spend precious capex today if someone else will carry the cost tomorrow? On paper, it makes sense. In reality, it starves the organisation of resilience and leaves hidden risks just beneath the surface.


Cost Discipline vs Cost Starvation


This is where leaders often confuse two very different things:


  • Cost discipline trims fat while protecting the muscle that drives long-term value

  • Cost starvation dresses up short-term performance while quietly undermining resilience


You can usually tell which one is at play without looking at the P&L. The signs are everywhere once you walk the floor:


  • AV equipment in conference rooms that never work

  • A patchwork of licences and “temporary” fixes that became permanent

  • Teams working with outdated tools and no sign of renewal


These details may look small, but they tell a bigger story about priorities, leadership culture, and the risks a buyer will inherit.


Employees Notice Too


It is not just investors who pick up on these signals. Employees do as well.


When company performance looks strong but the office environment is quietly starved of investment, staff often assume something is going on behind the scenes… a sale, a change of ownership, or a shift in direction that has not yet been shared.


The environment speaks, even when management does not. And once employees begin to sense it, productivity, trust, and morale often decline long before a deal is announced.


Why Due Diligence Alone Is Not Enough


None of this shows up in diligence binders. You cannot model it in Excel. Yet these are often the clearest indicators of hidden risk.


That is why I recommend two steps:


  1. A floor walk during diligence; sit at a desk, use a workstation, talk to frontline staff. The atmosphere and tools on the ground tell you more than the board pack ever will.

  2. A 90-day reset after acquisition; replace neglected kit, secure the basics, and set a standard. Transformation cannot be built on broken furniture and outdated firewalls.


Without these steps, hidden IT debt quickly becomes a drag on integration, stretching already rigid budgets and distracting teams from the growth agenda.


Key Takeaway


It is easy to laugh at the sofa story. But the deeper point is serious: if the sofa wobbles, assume the firewall does too.


The smallest details often tell you the most about what is being hidden, deferred, or underfunded. Ignore them at your peril.


Contact me at michael@theimpactcto.com to discuss technology due diligence that uncovers what Excel won't show you.


Or visit www.theimpactcto.com to see how I help PE firms and CEOs avoid costly post-acquisition surprises.

 
 
 

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