Replica due diligence for software M&A

We rebuild your software target — and tell you what the premium is actually buying.

The moat test top-tier buyers already run on billion-euro deals, built for lower-mid-market private equity. Fixed fee. Ten days. At your deal size.

If a target's product can be rebuilt in a week, the code was never the moat. We find out before you wire the money.

Diligence used to ask “does the code work?”  ·  Now it asks “is the code even the asset?”
The new diligence standard

Rebuilding the target is now table stakes

The most sophisticated software buyers already stress-test moats by recreating the product — it has quietly become standard practice. The open question isn't whether it works. It's how funds without an MBB budget get it onto their deals.

−69%
PE tech/telecom/media deal value, Q1 2026 vs Q4 2025 (KPMG)
~$2T
SaaS market value erased since early 2026
−19%
Software ETF's worst 8-day run in nearly six years
$150k+
Where incumbent tech-DD pricing starts on mid-market deals
What we do

A Moat Stress-Test for every software deal

We rebuild a working slice of the target from the outside — black-box, no source code — then deliver a scored, partner-ready report on where the defensibility actually lives.

Fast

A functional replica in days, not weeks. Fits inside a live deal timeline without slowing your process.

Fixed fee

Productised pricing from €12k. No open-ended hourly meter, no scope creep, no surprises at IC.

🛡️

Defensible & compliant

Black-box rebuild under your NDA, EU/GDPR-compliant, EU data residency. Standard diligence footing.

How it works

From kickoff to readout in ten days

You contract one accountable EU entity. The production engine scales behind it — invisibly.

1

Scope & contract

Define the core workflow, sign NDA, lock fee & timeline.

2

Black-box intake

Demos, docs, data-room materials. No source code.

3

Replica build

Our vetted EU engineering panel vibecodes the workflow.

4

Moat analysis

We score findings against our rubric. Nothing reaches you raw.

5

Report & readout

Partner-ready report + live readout, optional side-by-side demo.

The honest version

A replica isn't the company — that's the point

We don't claim a target is worthless because we rebuilt a screen. A weekend clone can't recreate five years of customer behaviour, procurement history or operational trust. The replica isolates which parts of the thesis were doing real work.

Easy to copy
  • The dashboard & UI
  • A familiar workflow screen
  • A handful of integrations
  • “Convenience” sold as a moat
Where the moat lives
  • Proprietary data that improves with use
  • Deep workflow & switching costs
  • Regulated / compliance embedding
  • Distribution, contracts, customer trust
Engagement tiers

Fixed scope. Fixed fee.

Pick the depth your deal needs. Every tier ships a decision-grade deliverable, not a code audit.

Express Moat Scan
€12k–18k
5 business days
  • Desk replicability assessment
  • Lightweight prototype
  • 4-page decision note
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Standard Stress-Test
€35k–55k
10 business days
  • Working replica of core workflow
  • Full scored Moat report
  • Live partner readout
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Deep Replica + Tech DD
€70k–110k
15–20 business days
  • Everything in Standard, plus
  • Architecture & scalability review
  • Security & technical risk audit
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Incumbent tech-DD on mid-market deals runs $150k–750k. Our top tier starts where their floor is.

Questions funds ask

The objections, answered

Isn't a replica unfair — it's not the real company

Correct, and we never claim otherwise. The replica is a diagnostic that isolates which parts of the thesis are real. We map where defensibility actually lives; we don't issue a verdict on the company's worth.

Is this legal and ethical?

We rebuild black-box only — from observed and documented behaviour, never the target's source code — under your NDA and your diligence process. It's standard diligence footing, EU/GDPR-compliant, with documented data deletion after close.

Why not just use our CTO advisor?

An advisor reviews architecture. They don't test replicability by actually building the product, and they're rarely fixed-fee or ten-day. We answer one sharp question incumbents price out of reach for deals your size.

Who actually does the build?

A vetted Central-European engineering panel under back-to-back NDA, managed entirely by our EU front office. You contract one accountable entity; you only ever see a QA'd, partner-ready report.

Test your next software deal before you wire the money.

We're taking on a small number of charter clients at pilot pricing — a full Moat Stress-Test on a live deal, in exchange for feedback and an anonymised reference.

Prefer email? hello@moatproof.eu  ·  moatproof.eu