TLDR: Acquisitions fail technically when engineering isn’t involved in due diligence. Without early tech evaluation and integration planning, companies buy hidden technical debt that crushes velocity after the deal closes.
When Tech Skips Due Diligence
Three weeks after your $50M acquisition, engineering finally gets the credentials. The “modern cloud platform” in the deal deck? Three Rails apps from 2014 running on servers with root passwords nobody documented. The database schema makes you physically recoil, and the codebase has comments in two languages you don’t recognize.
Nobody budgeted a single dollar for integration because tech wasn’t at the table when the deal got negotiated. Welcome to how most acquisitions create technical debt faster than they create revenue.
This pattern repeats everywhere. Business looks at market fit and revenue. Legal clears contracts and IP. Finance runs the numbers. Tech gets the keys after everything’s signed, and by that point the technical debt is already purchased—you’re just discovering how bad it is.
Why Tech Wasn’t At The Table
A CTO at a $6 billion company watched this across dozens of acquisitions. Business would buy something and tell engineering, “we just bought this, go sort it out.” There wasn’t any tech due diligence because leadership didn’t think technical evaluation mattered as much as customer contracts and revenue multiples.
They ended up with over 100 products running in production because each acquisition brought different tech stacks. Instead of integrating properly, teams spun up branches and copied code to create custom versions for different customers.
The cost wasn’t just technical headaches. Engineering velocity dropped because every feature required changes across multiple systems. Hiring got harder because senior engineers didn’t want to work on Frankenstein architectures.
The business kept buying companies to accelerate growth, but the technical debt slowed everything down faster than acquisitions could speed it up.
How To Stop Buying Technical Debt
Companies that do M&A without wrecking their engineering organizations put tech at the table before signing anything.
Engineering leaders get involved in due diligence early, using automated tools to assess code quality, architecture, infrastructure, and technical debt. These findings feed directly into deal evaluation alongside revenue projections.
Technical debt costing $5M in engineering time changes the entire acquisition math.
Every acquisition budget includes dedicated money and time for integration—not vague promises to “figure it out later,” but real engineering capacity allocated specifically for integration work.
They use standard integration patterns instead of treating every acquisition like a one-off project. Acquired products plug into the broader platform using established approaches, even if full integration takes years.
Why M&A Teams Skip Technical Due Diligence
M&A teams excel at evaluating revenue, customers, contracts, and market position. Technology evaluation seems simple—if the system works, integration should be easy.
But systems that work in isolation often fail at scale. Technical debt manageable at 20 customers becomes crippling at 2,000. The business impact never shows up in deal models because nobody quantifies lost engineering velocity or increased hiring needs.
So the cycle repeats. Business evaluates market fit, finance runs numbers, legal clears contracts, and engineering inherits the mess after the announcement.
The acquisition may look great on paper, but nobody checked whether engineering could integrate it without drowning in technical debt.
Your company just announced another acquisition. Leadership is celebrating the strategic fit. Engineering is about to discover what you actually bought—and by then the deal is done and you’re stuck integrating a disaster that will crush velocity for the next two years.
