The complete Growth due diligence checklist for Deep Tech startups. Prepare your data room, anticipate every investor request, and close your round faster.
8–16 weeks
Typical DD Timeline
5
DD Categories Covered
50+
Checklist Items Total
Deep tech DD often involves national security and export control review. If you work with DoD or have ITAR-controlled technology, investors will engage specialized legal counsel before closing.
Documents to have ready before DD begins
Pre-IPO or strategic acquisition-grade legal review. Includes securities law compliance, international regulatory analysis, and potential anti-trust review for strategic transactions.
PCAOB-audited financials. Quality of earnings (QoE) report from Big 4. Full revenue recognition analysis (ASC 606). Detailed working capital and free cash flow analysis.
Independent director background review. Compensation benchmarking study. Succession planning documentation review.
Deep Tech Growth due diligence typically takes 8–16 weeks. Pre-IPO or strategic acquisition-grade legal review. Includes securities law compliance, international regulatory analysis, and potential anti-trust review for strategic transactions. Having a complete data room ready before DD kicks off can reduce this timeline by 30–50%.
For Deep Tech at the Growth stage, investors focus heavily on: Patent application status, claims breadth, and FTO opinion, Government contract SBIR/STTR IP ownership provisions, and Grant funding pipeline and milestone-based payment structure, SBIR/STTR Phase I, II, and III history and transition rate. Deep tech DD often involves national security and export control review. If you work with DoD or have ITAR-controlled technology, investors will engage specialized legal counsel before closing.
Your Growth data room should include: 3–5 years PCAOB-audited financials; Quality of Earnings report; All material contracts with change-of-control provisions flagged; Complete regulatory compliance documentation by jurisdiction; D&O insurance with adequate limits; Full cap table through all exit scenarios; Board committee charters and governance policies. Use a structured folder system that mirrors investor expectations — most institutional investors use a standard folder taxonomy.
The five most common DD deal-killers are: (1) undisclosed founder litigation or criminal history, (2) IP ownership gaps — particularly for university-origin technology, (3) customer contract terms that prevent assignment on change of control, (4) cap table math errors or undocumented equity grants, and (5) financial restatements required after revenue recognition review.
Independent director background review. Compensation benchmarking study. Succession planning documentation review.
Get the Deep Tech Growth due diligence checklist as a Google Sheets or Notion template. Track completion status for every item in your data room.
Includes data room folder template, investor question tracker, and reference FAQ guide