Business

Cracking the Code in M&A: How CoreStory’s “Code-to-Spec” Transforms Tech Due Diligence

By Ray Ploski

When 70–90% of acquisitions fail to meet expectations, often due to Poor Post-Merger Integration, it’s clear that software can make or break a deal. For private equity portfolio teams and M&A professionals, the hardest part of a tech-heavy transaction is often deciphering what’s inside the codebase of the target company – and then blending that software into a cohesive whole post-merger. Enter CoreStory and its breakthrough “Code-to-Spec” capability. This AI-driven solution turns source code into living documentation within minutes, offering a level of insight and speed that promises to slash due diligence timelines, supercharge integrations, and expose hidden risks before they wreak havoc. In this post, we’ll explore why Code-to-Spec is grabbing the attention of technically savvy investors and how it can become a high-value secret weapon in software-heavy transactions.

Faster, Cheaper Software Due Diligence (In Days, Not Months)

Technical due diligence is notoriously time-sensitive and expensive. Deal teams often have just a few weeks to assess millions of lines of code, and rarely, if ever, does the acquirer have time to review the code in depth under such narrow timeframes. The result? Acquirers end up basing their decisions on partial reports or superficial analysis, sometimes outsourcing code reviews to costly consultants, and still risk missing critical issues. It’s a process fraught with inefficiency and uncertainty.

CoreStory’s “Code-to-Spec” enables teams to avoid these pitfalls. Using an agentic AI ensemble, CoreStory automatically reads, maps, and documents the codebase, converting it into living specifications. In practical terms, that means what used to require teams of experts poring over code line-by-line for 18 months can now be done by an AI in a matter of hours . This isn’t a minor improvement – it's a major advantage to stay competitive in the M&A space. Enterprises using CoreStory have reported up to a 50% reduction in human effort by replacing manual code discovery and documentation with automated specs. For M&A teams, that translates directly to lower due diligence costs and shorter deal cycles.

What does this look like in action? Imagine scanning an acquired company’s entire software repository and getting, within a day, a detailed blueprint of its architecture, key modules, data flows, and even the business logic buried in the code. Code-to-Spec produces a “queryable” intelligence model – essentially a searchable source of truth about how the system really works. Instead of wading through code, the due diligence team can query this mode using natural language: e.g., “How is customer data validated in the system?” or “What third-party libraries does this application rely on?” The answers come back in seconds, backed by the AI’s comprehensive analysis.

By automating the grunt work of code analysis, CoreStory frees up your experts to focus on higher-level evaluation and deal planning. Deals can progress faster, and the labor-intensive (and expensive) toil of manual code review is largely eliminated. In an industry where time is money, conducting technical due diligence in days instead of months can save thousands in fees and help you beat competing bidders to the finish line.

Mitigating Risk by Exposing Hidden Code Debt & Compliance Issues

Perhaps the most compelling reason PE and M&A tech teams are excited about Code-to-Spec is risk mitigation. Acquiring a software-intensive business can be like buying a house without inspecting the foundation – the legacy code can hide all manner of problems. Security vulnerabilities, out-of-date frameworks, hacky workarounds, lack of compliance with data regulations or open-source licenses, scalability bottlenecks – these issues are silent deal killers if left undiscovered. As one M&A advisor put it, “poorly structured codebases or a lack of documentation can lead to inflated maintenance costs and integration challenges” down the road.

Traditional due diligence addresses some of this by running separate audits – for example, using tools to scan for known security vulnerabilities or open-source license violations. (Breaching an open-source license, for instance, can lead to legal complications, and unpatched OSS components are a security time bomb.) But siloed tools and manual audits can only go so far, especially under tight deal timelines.

CoreStory’s unified code intelligence brings these hidden risks to light automatically. When the AI agent interprets the code, it’s not just extracting business logic – it’s also mapping out the technical stack and components. In one pass, you get a full inventory of the technologies in use. This means an acquiring team can quickly answer critical questions like: What database and frameworks does this application use? Are there outdated or end-of-life components? Which open-source libraries and licenses are in the mix? Where are the potential security weak spots? The Code-to-Spec output essentially serves as a full bill of materials for the software, alongside a narrative of how everything fits together.

To illustrate the impact, here are a few examples of risk factors that Code-to-Spec can help uncover early:

  • Outdated or Unsupported Tech: Identify legacy modules running on old frameworks or platforms (e.g. an app still on an old Java or .NET version) that could pose stability or support issues post-acquisition. Catching these upfront lets you budget for upgrades or rewrites instead of being surprised later .

  • Security & License Exposures: Automatically flag third-party libraries and their license obligations, and highlight known vulnerabilities linked to those components. This proactive visibility helps avoid compliance breaches and security incidents – no one wants to find out after closing the deal that a core product uses a GPL-licensed component improperly, or has a lurking SQL injection flaw.

  • Undocumented Complexity: Shine a light on areas of the code that lack documentation or clear structure – often the breeding ground for bugs and outages. By converting these into clear specs, CoreStory reduces the chance of “costly failures” caused by misunderstandings or developer error down the line .

In essence, Code-to-Spec gives acquirers X-ray vision into the software’s skeleton and vital organs. You can quantify technical debt (and negotiate or plan for it), rather than discovering expensive rework after the ink is dry. You can ensure compliance and security checks are thorough and not based on guesswork. This level of insight greatly reduces the risk of post-merger surprises and failures, protecting the investment and the integration plan from nasty shocks.

A Blueprint for Seamless Post-Merger Integration

Closing the deal is only half the battle – next comes the challenge of merging disparate systems and teams. Failed IT integration is a common culprit behind underwhelming M&A results, often because acquirers lack a clear roadmap of what they just bought. Overlapping technologies and mysterious legacy systems can cause confusion and balloon operational costs beyond initial estimates . The typical integration playbook might involve months of orientation for developers, painstaking mapping of system interactions, and discovering too late that critical functions were undocumented or misunderstood.

This is where Code-to-Spec truly earns its keep. By turning the acquired codebase into living documentation, CoreStory provides the acquiring company’s tech team with a ready-made blueprint of the software. All those tribal knowledge and “black box” components become transparent. In fact, CoreStory’s AI generates “living requirements” that developers (and even other AI tools) can use like an atlas for the codebase. It’s as if an architect handed you the complete, labeled blueprint of a complex building you need to renovate – you instantly know where the load-bearing walls are, how the electrical wiring is laid out, and which rooms connect.

With a queryable model of the system’s business logic, workflows, and dependencies at hand, integration planning becomes significantly more data-driven and precise. Teams can quickly identify which systems or modules overlap between the two companies, which ones can be retired, and how data flows can be merged with minimal disruption. There’s far less guesswork in deciding “keep vs. rebuild” for each piece of software, because the decision-makers have concrete insights into how things work under the hood.

Another huge benefit is faster onboarding of developers and IT staff into the merged environment. Instead of new team members spending weeks reading code or hunting down tribal knowledge, they can consult the specifications generated by CoreStory to understand the inherited system’s design and behavior.. The bottom line is a big boost in post-merger operational efficiency: integrations that might have taken months of thrashing can be executed in a fraction of the time, with far fewer missteps. When every day post-close counts against synergy targets, this efficiency is pure gold.

From Code to Clarity – A New Must-Have in M&A

In the high-stakes world of private equity and acquisitions, information is power. CoreStory’s Code-to-Spec capability delivers that information in a way that’s fast, comprehensive, and immediately actionable. It turns opaque legacy code into a strategic asset rather than a liability, giving technical deal teams an unprecedented level of visibility and confidence. Instead of flying blind (or on half-truths) through due diligence and integration, organizations can now base their decisions on solid, AI-vetted intelligence extracted straight from the code itself.

For technical professionals tasked with M&A diligence or post-merger integration, the value proposition is hard to ignore: faster deal assessments, smoother integrations, and fewer risks. In other words, you’re not just buying software – you’re buying clarity about that software.

The competitive advantage here is real. Early adopters in the PE space who leverage Code-to-Spec can execute deals with a speed and certainty that will leave others playing catch-up. And frankly, in an era where software is often the linchpin of a company’s value, relying on months of manual code sleuthing or hoping the engineers “got it right” is a risk you no longer need to take.

The hook is set – now it’s up to you to reel in the benefits. If your pipeline includes software-heavy targets or tricky legacy IT environments, it might be time to bring CoreStory’s Code-to-Spec into your toolkit. Reducing diligence from months to days, integrating with a clear roadmap, and de-risking the unknowns isn’t just about saving money – it’s about building the confidence to aggressively pursue opportunities that others might shy away from. In the end, that confidence, backed by real code intelligence, can be the difference between an M&A win and yet another cautionary tale in the 70% failure statistic.

Ray Ploski is the Vice President of Marketing at CoreStory. Over the course of his career, he has led teams and initiatives that merge technical innovation with strategic go-to-market execution, driving growth and fostering meaningful partnerships with industry leaders like Google, Microsoft, Accenture and Amazon.