The complete Series B due diligence checklist for Healthcare Biotech startups. Prepare your data room, anticipate every investor request, and close your round faster.
6–12 weeks
Typical DD Timeline
5
DD Categories Covered
50+
Checklist Items Total
Healthcare DD involves both regulatory and clinical review teams. HIPAA compliance, billing fraud risk, and FDA regulatory status are the three areas most likely to create deal delays.
Documents to have ready before DD begins
Institutional-grade legal DD covering corporate governance, regulatory risk, key contract change-of-control provisions, and cross-border compliance. Full rep and warranty review.
Audited financial statements (typically required). Revenue quality review by Big 4 accounting firm. Deep customer cohort and retention analysis. Cap table fully modeled through exit scenarios.
Executive team professional background investigations. Non-compete and non-solicitation enforceability analysis. Board composition governance review.
Healthcare Biotech Series B due diligence typically takes 6–12 weeks. Institutional-grade legal DD covering corporate governance, regulatory risk, key contract change-of-control provisions, and cross-border compliance. Full rep and warranty review. Having a complete data room ready before DD kicks off can reduce this timeline by 30–50%.
For Healthcare Biotech at the Series B stage, investors focus heavily on: HIPAA Business Associate Agreements (BAAs) with customers, FDA 510(k) clearance, PMA approval, or exemption documentation, and Revenue cycle management performance (AR days, collection rate), Payer mix breakdown and reimbursement rate trends. Healthcare DD involves both regulatory and clinical review teams. HIPAA compliance, billing fraud risk, and FDA regulatory status are the three areas most likely to create deal delays.
Your Series B data room should include: 3 years of audited financial statements; Full customer list with contract terms and renewal dates; Complete IP portfolio with FTO opinion; All board materials and resolutions; Material subsidiary documentation; Insurance policies (D&O, E&O, cyber); All government filings and regulatory correspondence. 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.
Executive team professional background investigations. Non-compete and non-solicitation enforceability analysis. Board composition governance review.
Get the Healthcare Biotech Series B 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