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Generated by DDFlow AI · Seed round · March 2025
Executive Summary
Acme Corp is a SaaS company founded in 2019 with $2.1M in ARR and 43 employees. The company operates in the SMB HR software market. Overall DD assessment: Proceed with standard conditions. Three flags require resolution before close.
Flags
3 flags detected — 1 critical, 1 medium, 1 lowThe cap table shows 2,400,000 shares outstanding. The Articles of Incorporation (2022 amendment) indicate 3,000,000 authorized shares with 2,650,000 issued. Discrepancy of 250,000 shares requires clarification.
Only management accounts provided for FY2022 and FY2023. Audited financial statements were requested in the questionnaire but not provided. Recommend requesting before LOI.
One contractor agreement (March 2021) does not include an explicit IP assignment clause. Work product created under this agreement may not be clearly owned by the company.
Consistency Check
Discrepancy of $230k between stated ARR and P&L revenue. Company uses ARR metric which includes contracted-not-yet-billed revenue. Clarification recommended.
Suggested Follow-Up Questions
Please provide audited financial statements for FY2022 and FY2023, or explain why audited accounts are not available.
Please reconcile the share count discrepancy between the cap table and the 2022 Articles of Incorporation amendment.
Please confirm whether the IP created under the March 2021 contractor agreement has been assigned to the company via a separate agreement.
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