Vertical File 03 — MNA · Deal Teams
Sign nothinguntested.
A deal is a story about the future told with someone else's numbers. Opposia argues that story apart — the synergies, the customer concentration, the consents nobody mapped — across every scenario the model politely declined to run.
Deal TeamsThe exposure
What goes wrong when no one argues back.
01
The synergy case that double-counts
Procurement savings claimed by two workstreams. Revenue synergies stacked on cost synergies. The model adds up beautifully — until diligence adds it up.
02
Concentration risk left unpriced
The target's top customer is 30% of revenue and uncontracted. Everyone in the data room knows; nobody's model says it out loud.
03
Consents and change-of-control traps
Buried in contract forty of sixty: a change-of-control clause with a termination right. Found post-signing, it becomes leverage against you.
04
A CIM written to be believed
Sell-side materials are advocacy, not evidence. Treating them as neutral is how acquirers inherit someone else's problems at full price.
The charge sheet
What Opposia attacks in m&a.
Synergy models interrogated for double-counting and overlap
Customer, supplier, and key-person concentration stress-tested
Change-of-control and consent obligations mapped contract by contract
Counterfactual scenarios: churn, flat markets, failed integration
Sell-side claims cross-checked against the underlying record
Walk-away thresholds priced against comparable resolutions
A sample verdict
Illustrative findings from one review.
A representative excerpt — every engagement returns findings graded, sourced, and attributable to the agent that raised them.
ATK-05 · Counterfactual
Model assumes retention of the target's largest customer (31% of revenue). That contract is unwritten and expires at close.
ATK-06 · Gap
Change-of-control consents not mapped across 60 reviewed contracts. At least 4 contain termination triggers.
RSN-04 · Damages
Synergy case counts procurement savings in both Workstream A and Workstream C — approximately $4.1M double-counted.
Reviewed by 47 agents. 14 findings returned, 2 critical. Price and protections renegotiated pre-signing.