One person reads the code and signs the memo

Why this exists

I once watched intellectual property that had never been protected surface late in a diligence process. The buyer renegotiated, and a $40M deal closed at $28M. Nobody had looked at the code early enough for either side to fix it or price it calmly.

AI companies make that problem sharper. A demo can look like years of proprietary work and turn out to be prompts around a vendor's model. A product can look profitable at pilot scale and lose money on every new customer once inference costs grow. A small team can ship fast with AI assistants and leave code nobody can explain. None of that shows up in a management presentation. Most of it shows up in the repository.

The preflight is the first look I would want before signing an LOI or entering exclusivity: fast, fixed-price, and done without asking the target to hand over its code.

Background

I have written software since I toggled my first program into an Altair in the late 1970s. I learned on IBM mainframes and AS/400s, ran servers from home before the cloud existed, and served aboard the USS Missouri during Desert Shield and Desert Storm.

Since then I have built and run production systems at scale, and I still write code, firmware and circuit boards myself. I now build AI products, which is how I know where their costs and shortcuts hide.

My full history, and the larger engagements I take on, are at ciscocaceres.com.

How I work

• I tell you what the evidence shows and how sure I am. If the scan cannot answer a question, the memo says so.
• I do not give legal, tax or valuation advice. I give counsel and the deal team findings they can use.
• I disclose any relationship with a target, buyer or competitor before an engagement starts, and decline work where there is a conflict.
• Fees are fixed and published. There is no success fee and no incentive to find problems or to miss them.