{"id":870091,"date":"2025-09-02T23:14:52","date_gmt":"2025-09-03T04:14:52","guid":{"rendered":"https:\/\/newsycanuse.com\/index.php\/2025\/09\/02\/the-third-leg-of-the-stool-technologys-role-in-ma\/"},"modified":"2025-09-02T23:14:52","modified_gmt":"2025-09-03T04:14:52","slug":"the-third-leg-of-the-stool-technologys-role-in-ma","status":"publish","type":"post","link":"https:\/\/newsycanuse.com\/index.php\/2025\/09\/02\/the-third-leg-of-the-stool-technologys-role-in-ma\/","title":{"rendered":"The third leg of the stool: Technology\u2019s role in M&A"},"content":{"rendered":"
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\"Mike\t\t\t<\/p>\n<\/p><\/div>\n

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Opinion<\/span><\/p>\n

Aug 15, 2025<\/span>5 mins<\/span><\/p>\n

Enterprise Architecture<\/span><\/span>Legal<\/span><\/span>Mergers and Acquisitions<\/span><\/span><\/p>\n<\/div><\/div>\n

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\n\t\t\t\tM&A isn\u2019t just lawyers and accountants \u2014 tech can make or break a deal, if you know how to speak the right language.\t\t\t<\/h2>\n<\/p><\/div>\n
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This is the first in a multipart series exploring technology\u2019s involvement in mergers and acquisitions (M&A).<\/em><\/p>\n

I\u2019ve been in IT longer than I\u2019m willing to admit. Along the way, I\u2019ve had incredible opportunities to tackle challenging projects. About 20 years ago, as principal architect at Direct Energy in Toronto, I was suddenly immersed in the world of M&A. I had zero prior experience, so it was all new territory.<\/p>\n

Working alongside legal and financial teams, I quickly realized our goals aligned perfectly: managing risk. The legal team ensured the target company was legally sound, reviewing contracts, closing off obligations and assessing liabilities like payouts to long-tenured staff. Everything boiled down to cost and legal exposure. The accounting team did the same from a financial lens. It all made sense.<\/p>\n<\/div>\n

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Why IT? My eye-opening role<\/h2>\n

The big question hit me early: Why was I there? I lacked legal or accounting expertise. The answer came when I was tasked with evaluating the target\u2019s technical architecture \u2014 and translating risks into financial and business liabilities.<\/p>\n

As Principal Architect, this was familiar ground. I reported back to the M&A leadership, and my insights proved not just valuable but essential to negotiations. In some cases, they helped avoid multimillion-dollar pitfalls. Over several deals, my feedback shaped outcomes, from price adjustments to deal structures.<\/p>\n

This led me to develop a blueprint for technical due diligence, rooted in the Open Group Architecture Framework (TOGAF)<\/a>. Focused on risk and cost, it emphasized technical architecture and data architecture \u2014 spotting technical debt and data quality issues. Back then, \u201ctechnical debt\u201d was obscure outside IT, and data as a core asset was even less recognized.\u00a0<\/p>\n<\/div>\n

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One nagging question persisted: Why hadn\u2019t I been involved in M&A before? Why wasn\u2019t technology routinely included, given the shared focus on risk?<\/p>\n

The language barrier: Geeks vs. executives<\/h2>\n

The term \u201ctechnical debt\u201d wasn\u2019t mainstream, making it tough to convey to lawyers, accountants and executives. Their languages aligned \u2014 business, finance, law \u2014 with shared specificity. But IT? We spoke a different dialect, full of jargon that obscured our business insights.<\/p>\n

This cultural divide explained technology\u2019s historical exclusion from M&A. The gap was mine to bridge. Over time, I learned to translate, framing technical risks in terms of dollars, downtime and competitive edge.<\/p>\n<\/div>\n

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Bridging the gap: Building a technical blueprint<\/h2>\n

My counterparts had structured approaches: decomposing the business into key areas, gathering evidence on effectiveness and compliance. M&A isn\u2019t cookie-cutter, but their blueprints provided focus.<\/p>\n

I adapted TOGAF\u2019s architecture development method (ADM) and domains \u2014 business, data, application, technology and security \u2014 to create an M&A specific blueprint. It\u2019s not for solution design but for evidence-based risk assessment. Here\u2019s how I apply these domains in due diligence:<\/p>\n

Business architecture<\/h3>\n

Overlap exists with legal and finance, but IT\u2019s lens is unique: assessing how operations impact data and systems. Chaotic processes yield chaotic data; effective ones produce reliable insights.<\/p>\n<\/div>\n

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I examine about 10 key areas. Here\u2019s a quick overview in table form:\u00a0<\/p>\n

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\n\n\n\n\n\n\n\n\n\n\n\n\n\n
Point of interest\u00a0<\/strong><\/td>\nKey Questions\u00a0<\/strong><\/td>\nRisk insight\u00a0<\/strong><\/td>\n<\/tr>\n
Documented processes\u00a0<\/td>\nAre core processes mapped and up-to-date?\u00a0<\/td>\nUndocumented processes lead to integration chaos post-merger.\u00a0<\/td>\n<\/tr>\n
Process adherence\u00a0<\/td>\nAre processes followed and audited?\u00a0<\/td>\nNon-compliance, signals hidden inefficiencies.\u00a0<\/td>\n<\/tr>\n
Performance metrics\u00a0<\/td>\nAre KPIs defined and measured?\u00a0<\/td>\nLack of metrics hides underperformance.\u00a0<\/td>\n<\/tr>\n
Organizational structure\u00a0<\/td>\nIs the org chart clear, with defined roles?\u00a0<\/td>\nSilos inflate integration costs.\u00a0<\/td>\n<\/tr>\n
Vendor dependencies\u00a0<\/td>\nAre third-party relationships documented?\u00a0<\/td>\nOver-reliance risks supply chain disruptions.\u00a0<\/td>\n<\/tr>\n
Regulatory compliance\u00a0<\/td>\nDo processes align with industry regs?\u00a0<\/td>\nGaps expose legal\/financial liabilities.\u00a0<\/td>\n<\/tr>\n
Scalability\u00a0<\/td>\nCan operations grow without major rework?\u00a0<\/td>\nInflexibility drives post-acquisition CapEx.\u00a0<\/td>\n<\/tr>\n
Innovation practices\u00a0<\/td>\nIs there a culture of continuous improvement?\u00a0<\/td>\nStagnation indicates future tech debt.\u00a0<\/td>\n<\/tr>\n
Risk management\u00a0<\/td>\nAre business risks identified and mitigated?\u00a0<\/td>\nWeak frameworks amplify M&A uncertainties.\u00a0<\/td>\n<\/tr>\n
Customer\/partner interfaces\u00a0<\/td>\nAre touchpoints efficient and secure?\u00a0<\/td>\nPoor interfaces erode value quickly.\u00a0<\/td>\n<\/tr>\n<\/tbody>\n<\/table><\/div>\n<\/figure>\n

Data architecture<\/h3>\n

\u201cGood decisions on bad data are bad decisions\u201d (me, circa 2007). Data is an enterprise\u2019s most valuable asset, yet often neglected. Poor data can cripple; great data accelerates growth.<\/p>\n

In M&A, I scrutinize quality, lifecycle management, governance, ownership and analysis.<\/p>\n<\/div>\n

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Companies are typically polarized: exemplary governance or barely functional. Data issues heavily influence deal pricing \u2014 more on that in a future post.<\/p>\n

Application and technical architecture<\/h3>\n

Here, technical debt shines through, often via legacy systems. \u201cLegacy\u201d doesn\u2019t always mean old; it means outdated, costly and valueless. Options range from retirement (economical) to forced upgrades (expensive). I\u2019ve seen new systems built as instant legacies.<\/p>\n

Security architecture<\/h3>\n

Critical during M&A, as deals attract hackers \u2014 sometimes derailing them entirely. With AI-driven threats rising, robust postures are non-negotiable. This warrants its own article.<\/p>\n<\/div>\n

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Looking ahead<\/h2>\n

I\u2019ve refined this blueprint over the years, applying it pre-acquisition for risk mitigation, post-acquisition for integration roadmaps and even defensively against buyer audits (increasingly common).<\/p>\n

Future posts will dive deeper: data architecture\u2019s pricing impact, security\u2019s deal-killing risks and integration strategies. Have you championed IT in an M&A deal? I\u2019d love to hear your experiences.\u00a0<\/p>\n<\/div>\n

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This article is published as part of the Foundry Expert Contributor Network.<\/strong>
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\"Mike\t\t\t\t\t\t\t\t<\/p>\n<\/p><\/div>\n

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Mike Glover<\/a> is the chief architect at Apollo Information Systems. A 30-year veteran in the IT world, he started as a consultant working on sophisticated technical implementations. From building a safety control system for a nuclear power plant, to designing and implementing several capital market trading floors, to building a platform that supported over 100 million users, Mike has had a varied and rich history. Part of that journey led Mike to be deeply involved in many mergers and acquisitions. This led to a personal experience and identification of a significant gap in M&A activities, technical due diligence.\n<\/p>\n

\nDue to his rich professional history, in 2022 Mike was awarded a certification as a Master Enterprise Architect (TOGAF). In 2023, he was awarded his EMBA. As of this publication, there are fewer than 20 Master Enterprise Architects in the world. In September 2025, Mike is heading back to school at the University of Toronto, to get his Masters of Law (GPLLM).<\/p>\n<\/div><\/div>\n

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Show me more<\/h2>\n<\/p><\/div>\n

<\/main><\/p>\n<\/div>\n

Margarete Buresh
Read More<\/a><\/p>\n","protected":false},"excerpt":{"rendered":"

Opinion Aug 15, 2025 5 mins Enterprise Architecture Legal Mergers and Acquisitions M&A isn\u2019t just lawyers and accountants \u2014 tech can make or break a deal, if you know how to speak the right language. This is the first in a multipart series exploring technology\u2019s involvement in mergers and acquisitions (M&A). I\u2019ve been in IT<\/p>\n","protected":false},"author":1,"featured_media":870092,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[98395,2597],"tags":[146051,7867],"class_list":{"0":"post-870091","1":"post","2":"type-post","3":"status-publish","4":"format-standard","5":"has-post-thumbnail","7":"category-stool","8":"category-third","9":"tag-stool","10":"tag-third"},"aioseo_notices":[],"_links":{"self":[{"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/posts\/870091","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/comments?post=870091"}],"version-history":[{"count":0,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/posts\/870091\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/media\/870092"}],"wp:attachment":[{"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/media?parent=870091"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/categories?post=870091"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/newsycanuse.com\/index.php\/wp-json\/wp\/v2\/tags?post=870091"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}