Replica diligence for software M&A

We rebuild your software target — and hand you the bargaining chip on price.

Tech defensibility is a core driver of the price you pay. We rebuild the target and score how replicable it really is — so you negotiate the multiple with evidence, not gut feel.

The moat test top-tier buyers already run on billion-euro deals, built for lower-mid-market PE. Fixed fee. Ten days. At your deal size.

Diligence used to ask “does the code work?” → Now it asks “is the code even the asset?”
The new diligence standard

Rebuilding the target is now table stakes

The most sophisticated software buyers already stress-test moats by recreating the product — it has quietly become standard practice. The open question isn't whether it works. It's how funds without an MBB budget get it onto their deals.

−69%
PE tech/telecom/media deal value, Q1 2026 vs Q4 2025 (KPMG)
~$2T
SaaS market value erased since early 2026
−19%
Software ETF's worst 8-day run in nearly six years
$150k+
Where incumbent tech-DD pricing starts on mid-market deals
What we do

A Moat Stress-Test for every software deal

We rebuild a working slice of the target from the outside — black-box, no source code — then hand you a scored, partner-ready report on where defensibility actually lives, and what that means for the price.

⚡

Fast

A functional replica in days, not weeks. Fits inside a live deal timeline without slowing your process.

€

Fixed fee

Productised pricing from €12k. No open-ended hourly meter, no scope creep, no surprises at IC.

🔒

Defensible & compliant

Black-box rebuild under your NDA, EU/GDPR-compliant, EU data residency. Standard diligence footing.

How it works

From kickoff to readout in ten days

You contract one accountable EU entity. The production engine scales behind it — invisibly.

01

Scope & contract

Define the core workflow, sign NDA, lock fee & timeline.

02

Black-box intake

Demos, docs, data-room materials. No source code.

03

Replica build

Our vetted engineering panel vibecodes the workflow.

04

Moat analysis

We score findings against our rubric. Nothing reaches you raw.

05

Report & readout

Partner-ready report + live readout, optional side-by-side demo.

// one accountable contract · the build engine scales behind it

The honest version

A replica isn't the company — that's the point

We don't claim a target is worthless because we rebuilt a screen. A weekend clone can't recreate five years of customer behaviour, procurement history or operational trust. The replica isolates which parts of the thesis were doing real work.

Easy to copy
  • The dashboard & UI
  • A familiar workflow screen
  • A handful of integrations
  • “Convenience” sold as a moat
Where the moat lives
  • Proprietary data that improves with use
  • Deep workflow & switching costs
  • Regulated / compliance embedding
  • Distribution, contracts, customer trust
The team

Operators who've sat on both sides of the table

Investment and diligence experience up front; an AI build studio behind. The people who scope your engagement — and the ones who rebuild the target.

Milan Golovics
Milán Golovics
Co-founder & Managing Partner
Finance & investment operator. Founder of BAO CFO Services and Investment Director at Lunar Program (VC). Previously investment associate at Day One Capital, Mastercard Data & Services, and a Forbes Hungary valuation contributor. Owns client relationships and the investor-grade report.
in / LinkedIn ↗
Roland M. Nagy
Roland M. Nagy
Co-founder & Head of Client Engagement
Product & program leader with 8+ years across fintech, finance and advisory. Currently an AI-integration engagement manager; formerly a consultant at Deloitte (strategy, operations, M&A). Runs scoping, project management and delivery end-to-end.
in / LinkedIn ↗
István Juhász
István Juhász
Head of Delivery · Founding Partner, 49x
Co-founder & CEO of 49x, the AI studio that engineers our replicas. Ex-BCG (strategy & due diligence across CEE), Forbes 30 under 30, former Managing Director of foodpanda in Hungary & Slovakia. Building ML/AI since 2019. Leads engineering delivery.
Build partner · 49x
in / LinkedIn ↗
From the deal room

What partners take away

How a replica changes the conversation at investment committee.

“

The replica settled in ten days what our IC had been arguing for a month. We saw exactly what the premium was paying for.

— Partner, lower-mid-market software fund
“

We re-cut the multiple after seeing how quickly the core could be rebuilt. It paid for itself many times over.

— Investment Director, DACH buyout firm
“

Finally a moat test we can actually justify running on every software deal, not just the nine-figure ones.

— Principal, growth equity

// Illustrative of the outcomes we're built to deliver. Named client references available to charter partners.

Engagement tiers

Fixed scope. Fixed fee.

Pick the depth your deal needs. Every tier ships a decision-grade deliverable, not a code audit.

Tech Teardown
€9k–12k
5 business days · desk read
  • Read of the underlying tech from public web & product
  • Early replicability assessment
  • No replica built
Enquire
MOST POPULAR
Replica Stress-Test
€28k–40k
10 business days
  • Working replica from public data + product access
  • Full scored Moat report
  • Pricing-leverage summary + live readout
Book this
Full Rebuild & Tech DD
€75k–120k
15–20 business days
  • Senior-hours full rebuild + workflow/business-case review
  • Architecture, scalability & security tech-DD
  • Live walkthrough with senior tech experts
Enquire

// incumbent tech-DD on mid-market deals runs $150k–750k. our flagship costs a fraction of their floor.

Questions funds ask

The objections, answered

Isn't a replica unfair — it's not the real company
Correct, and we never claim otherwise. The replica is a diagnostic that isolates which parts of the thesis are real. We map where defensibility actually lives; we don't issue a verdict on the company's worth.
Is this legal and ethical?
We rebuild black-box only — from observed and documented behaviour, never the target's source code — under your NDA and your diligence process. It's standard diligence footing, EU/GDPR-compliant, with documented data deletion after close.
Why not just use our CTO advisor?
An advisor reviews architecture. They don't test replicability by actually building the product, and they're rarely fixed-fee or ten-day. We answer one sharp question incumbents price out of reach for deals your size.
Who actually does the build?
A vetted engineering panel led by our build partner 49x, under back-to-back NDA and managed entirely by our EU front office. You contract one accountable entity; you only ever see a QA'd, partner-ready report.
Charter clients

Test your next software deal before you wire the money.

We're taking on a small number of charter clients at pilot pricing — a full Moat Stress-Test on a live deal, in exchange for feedback and an anonymised reference.

Prefer email? hello@moatproof.eu