![Dathan Guiley](/assets/dathan-guiley-t7NThNCs.jpg)

Dathan Guiley · 30 yrs production · CTO ×3 · Claude Code daily since launch

# PE-backed AI deal?  
Get the diligence before you sign.

A written diligence memo on whether the AI-built target survives production. Senior architect signature — not a Big Four audit template, not a generic code review.

[Brief us on the deal →](/start?source=pe-diligence)

Your diligence partner shapes the risk you take, the terms you negotiate, the speed at which you close, and how much of your team’s time the engagement eats. An operator’s memo outperforms an auditor’s checklist on every dimension.

Catalant · BTG · direct referral — same engagement model.

Deal stage  
Pre-LOI · Post-LOI · Post-close  

Targets  
$5M–$100M ARR software businesses  

Turnaround  
Sized to fit your deal clock  

Production software shipped at  
Amazon·Netflix·Yahoo·Overstock·Northrop Grumman·Porsche Digital·Taulia·RevyAutos  

## Do you recognize any of these problems?

01 Outcome  
“We'll close on a target that can't survive post-LOI.”

02 Delivery  
“The diligence won't tell us what we actually need to decide.”

03 Time  
“We won't have the memo before the deal clock runs out.”

04 Effort  
“We'll spend our deal team's time chasing AI tech they can't assess.”

## Four lenses on every engagement.

Scoped to the deal. Sized to the check. Every finding tied to a dollar number you can put in the model or the 100‑day plan.

01 · Stack health  
### What's actually in the repo.  
Architecture map. Language and framework versions. Dependency hygiene. Build and deploy reality vs. the deck. Test coverage that's load‑bearing vs. theater. Where the codebase is paying interest on debt that won't show up in the P&L until integration.

02 · AI readiness  
### Is the architecture AI‑leverageable?  
Can a team running Claude Code at production speed actually ship in this codebase, or will every generation compound debt? What's the realistic engineering cost delta between this architecture and the one a competitor with AI‑native footings has? AI thesis or AI exposure — we say which.

03 · Scaling debt  
### Where it breaks at 3x and 10x.  
The patterns that fail at the next revenue tier. Database design. Caching and queue choices. Multi‑tenant boundaries. The architectural decisions that look fine today and quietly cap the growth case in the model. Not "best practices" — the specific lift required to get to exit‑ready scale.

04 · Security posture  
### What an acquirer's auditor will flag.  
Authentication and authorization model. Secrets and credential handling. Customer data boundaries. PII and compliance exposure. The findings we know your buyer's security review will surface — surfaced now, costed, and prioritized.

## Why us, specifically

### Architect at the top  
30 years deciding what survives production. Strategy, PMF, technology bets, and the "should we even build this" call — made by the person who's done it forty times, not delegated to a junior.

### Hands‑on at the frontier  
Claude Code daily since it launched. Agentic patterns in production, not on slides. The person making the architecture call is also writing the code — so the pattern survives contact with reality.

### A team behind the architect  
Engineers, designers, CMO. The diagnosis ships — it doesn't just get written. The bench scales with the engagement, so the fix lands before the cost crystallizes.

## 126 production‑proven patterns — applied the moment we start.

Auth. Billing. Background jobs. Observability. CI/CD. Agentic patterns. We’ve compounded thirty years of production experience into a foundation we apply from the start — every pattern a landmine you don’t have to step on. Your team learns from real customers, not from a blank repo. Public frameworks vibe‑coding builds off of are in a completely different class.

## How we work

### Phase 1 – Scope & access
- Kickoff with deal team + target CTO
- Repo, infra, runtime telemetry access
- Architecture interviews (2–4 hours)
- Deliverable shape signed off in writing

### Phase 2 – Assessment
- Codebase read, dependency + CVE audit
- Architecture reconstruction from source
- AI‑leverage stress test in a sandbox fork
- Mid‑engagement findings call with the deal team

### Phase 3 – Written deliverables
- Diligence memo (red/yellow/green by lens)
- 90‑day delivery plan for the operating team
- Dollarized risk register tied to the model
- Readout call with deal team + target leadership

Engagement size: $50K for a focused single‑lens look. $250K for the full four‑lens written memo plus 90‑day delivery plan. $500K when the engagement extends into a post‑close remediation sprint we execute alongside the operating team.

## One name on the recommendation.

![Dathan Guiley](/assets/dathan-guiley-t7NThNCs.jpg)  
Lead Architect

### Dathan Guiley  
30 years of production software. Three CTO seats. Engineering at Amazon, Netflix, Yahoo, Overstock, Taulia, RevyAutos. Mission‑critical work at Northrop Grumman and Porsche Digital. The diligence we write is the diligence we’d want before signing a term sheet ourselves.

Running Claude Code in production daily since it launched — over a year of pattern‑matching on which generations to keep, which to throw away, and which architectures let AI move fast without compounding debt. That’s how we tell AI thesis from AI exposure in a target’s codebase.

CS · UC Santa Cruz ’95 · Catalant & BTG vetted

## Engaged with confidence.

Fixed‑fee engagements with a signed recommendation. No hourly. No padding.

- Free scoping call — written scope back in 24 hours, NDA at the table
- Fixed‑fee engagement — no re‑pricing once scoped, no scope creep without a written change
- Signed memo with a clear recommendation — close, renegotiate, or walk
- Direct architect access — the person briefed is the person writing the memo
- Catalant and BTG vetted — platform engagements honored at the same rates

[Brief us on the deal →](/start?source=pe-diligence)

## Common questions.

- What does the engagement look like end‑to‑end?
- What if we find a deal‑breaker mid‑engagement?
- Catalant, BTG, or direct?
- How is this different from Big Four IT diligence?
- What does pricing look like?

## A target in scope?

One email, one call, one written scope back in 24 hours. We can usually start the same week we sign.

[Brief us on the deal →](/start?source=pe-diligence)  
[[email protected]](mailto:[email protected]?subject=PE%20diligence%20inquiry)

NDA at the table. References on request. Catalant & BTG engagements honored at the same rates.

Got a question?