Security Due Diligence

Cyber & Information Security Due Diligence

For decision-makers who need a precise, independent and commercially relevant risk picture before an investment, acquisition or strategic change

Digital vulnerabilities are among the most underestimated risk factors in transactions. They affect valuation, operational stability, reputation, regulatory exposure and future cost levels to a degree many investors and boards only grasp after the deal is signed. In today's threat landscape, assessing financials, market position and legal matters alone is no longer enough. If the digital foundation is weak, the entire organisation may be standing on unstable ground, and the value of the transaction can erode.

Berigo delivers a due diligence that goes deeper than traditional technology reviews. We map the company's security maturity, digital risk exposure, regulatory obligations, technical debt and management's actual ability to control the organisation's most critical assets. We use a framework designed for owners, boards and investors, not for technologists. The goal is a risk picture that directly informs pricing, deal terms, integration plans and future governance.

Why cyber due diligence is critical

Many transactions underestimate digital risk for three reasons:

1. Management underestimates its own exposure

   Most companies believe they are “reasonably secure”. In our experience, this rarely holds up when risk is measured against assets, regulatory requirements and real threat actors.

2. Technology teams do not provide decision-grade information

   Reports end up technical and fragmented, and therefore useless to investors.

3. The consequences are underestimated

   A security breach after an acquisition can result in:

   • immediate operational outages
   • fines and regulatory orders
   • demands for remedial investment
   • lost market position
   • reduced company value
   • increased integration costs

A sound due diligence uncovers risk before it becomes a cost, making it possible to price the risk in, set conditions, or walk away from bad investments.

How we conduct cyber & IS due diligence

Our methodology combines strategic, regulatory, technical and organisational assessments. We deliver a robust, independent evaluation that provides a holistic view of:

• actual digital assets
• criticality and business dependencies
• threat and risk exposure
• technical debt and maintenance backlog
• governance and maturity
• regulatory requirements and compliance risk
• incident-handling capability
• preparedness and continuity
• integration risk
• future investment needs

Each point is linked to business impact, ownership accountability and its effect on the transaction.

Assessment areas

1. Governance, leadership and maturity

We assess how the company actually governs digital risk:

• The role and capacity of the CISO/IT leadership
• Anchoring at board level
• Risk management process
• Reporting, metrics and control
• Prioritisation logic and decision-making culture
• Internal allocation of responsibility and ownership

This is often the area where we find the most serious weaknesses, and the best predictor of future risk.

2. Technical platform, architecture and technical debt

We map the structure, quality and maturity of the technology foundation:

• Architecture and technical dependencies
• In-house vs outsourced operations
• Patch levels, lifecycle, EOL components
• Identity management, access control and privileges
• Network architecture and segmentation
• Vulnerability levels and exposed services
• Cloud and SaaS usage

The goal is to identify both acute risk and long-term cost drivers.

3. Data, information and regulatory requirements

We assess the company's data flows, information classification and level of protection:

• Personal data and GDPR compliance
• NIS2 relevance and sector/industry regulations
• Critical data and IP
• Third-party dependencies
• Contracts and security requirements
• Stored data, logging and availability

These factors have a significant impact on both risk and future obligations.

4. Preparedness, response and continuity

We assess the company's ability to handle a serious incident:

• Incident response
• Contingency plans
• Backup strategy and recovery capability
• Exercises and their quality
• Past incidents and lessons-learned mechanisms

This reveals whether the organisation can withstand a serious attack, or would have to be rebuilt.

5. Culture, competence and organisational resilience

We assess the human factors:

• Security culture
• Awareness and training
• Compliance in practice
• Turnover and resourcing
• Ethical and strategic considerations

This is often the hidden risk that only surfaces after the acquisition.

Integration risk

For investors and buyers, integration risk is one of the most critical factors. We assess:

• Compatibility between technology platforms
• Alignment of processes and governance models
• Future migration needs
• Cost estimates for modernisation
• Likelihood of operational disruption
• Critical contracts that must be renegotiated

We also calculate the post-merger risk uplift, an indicator showing how risk changes when two organisations are combined.

Deliverables

Berigo Due Diligence Report

A complete, strategic, board-level report containing:

• clear findings
• risk assessment with business impact
• maturity analysis
• regulatory assessment
• criticality map
• investment needs
• prioritised recommendations
• assessment of integration risk
• assessment of management's execution capability

Executive summary for the board

Concise, investor-relevant and decision-oriented, free of technical noise.

Red flags & deal-breakers

The most critical findings, presented clearly and concretely.

Valuation impact assessment

How the findings affect value, risk and acquisition terms.

100-day plan (post-merger)

A concrete plan ready for implementation immediately after the transaction.

Confidential sparring with investors and the chair

Direct dialogue on demanding assessments or time-critical findings.

What you actually get as a decision-maker

• A risk picture that can be used directly in negotiations
• The ability to price risk correctly
• An understanding of the real cost drivers in the technology
• Insight into whether management is actually in control
• Early identification of regulatory obligations
• Clarity on future investment needs
• Documentation that withstands supervisory scrutiny and audit
• Reduced risk of surprises after takeover
• A second opinion untainted by management's own prestige

This gives investors, boards and owners a foundation for better decisions, a stronger negotiating position and a transaction that remains robust over time.

Contact us

We offer a confidential assessment of the company you are considering investing in, acquiring or restructuring. Get in touch if you want an independent, mature and commercially relevant due diligence that provides clarity, control and decision-making power.