Post acquisition software audit help that defends the combined company when a publisher audits after close, settling the claim down to what the data actually supports.
Post acquisition software audit help is what a buyer needs when a publisher comes calling after close. A change of ownership is a common audit trigger, and the exposure that standard diligence left unmeasured tends to arrive as an audit notice in the first year. We defend the combined company on the merits, validate the publisher measurement, and settle the claim down to what the data actually supports.
Post acquisition software audit help works the audit from notification to settlement. At notification we review the scope and the entitlement, because publishers often open wider than the contract allows. At the data request we validate the measurement, since the usage figures a publisher proposes are frequently inflated by double counting or by counting capacity that is not in use. At findings we challenge the claim line by line against the entitlement. And at negotiation we settle on defensible terms that protect the run rate going forward rather than just clearing the immediate claim.
Inherited software licensing exposure is usually latent and unquantified in standard due diligence, and it lands as a publisher audit after close. As of June 2026, public reporting shows SAP pursued AB InBev for a figure in the region of 600 million dollars, and the Diageo Great Britain Ltd v SAP UK Ltd judgment, [2017] EWHC 189 (TCC), confirmed indirect access can require licensing. An opening audit claim is a negotiating position, not a settled bill, and it is defended on the data.
| Audit stage | What we do | What it protects |
|---|---|---|
| Notification | Review scope and entitlement | Stops an overbroad audit scope |
| Data request | Validate the publisher measurement | Prevents inflated usage figures |
| Findings | Challenge the claim line by line | Removes unsupported exposure |
| Negotiation | Settle on defensible terms | Protects the run rate going forward |
A publisher audit almost always opens with a figure that is larger than the position the data supports. That is by design. The opening claim is an anchor, and it counts everything that could conceivably be unlicensed, including capacity that is installed but idle, users counted more than once, and access the contract already permits. Post acquisition software audit help works that claim down by testing it against the evidence. We validate the measurement the publisher used, strip out the double counting, and challenge every line that the entitlement does not support. What remains is the defensible exposure, which is routinely a fraction of where the audit began.
The negotiation is then about more than the immediate bill. A settlement that simply clears the current claim but leaves the underlying position unresolved invites the next audit. We settle on terms that fix the run rate going forward, so the combined company is not paying the same exposure twice. Because we are independent and paid only by the buyer, with no affiliation to any publisher or reseller, the only interest we serve in that negotiation is yours. We provide commercial and licensing advisory, not legal advice, and recommend your own counsel for the interpretation of any contract term or claim.
A publisher audit is a commercial negotiation dressed as a compliance exercise. The opening claim is built to be large, and it settles down only when someone tests it on the data. A reseller cannot do that without conflict, and the publisher certainly will not. An independent advisor paid only by the buyer validates the measurement, challenges the unsupported items, and settles on terms that hold. Because we have no affiliation with any publisher or reseller, the defense serves your run rate and nothing else. We provide commercial and licensing advisory, not legal advice, and recommend your own counsel for the interpretation of any contract term or claim.
This work is delivered through our M&A audit defense service and informed by the M&A software audit risk pillar. In practice: an inherited Oracle audit settled down 71 percent and a post close IBM audit defended.
We defend the audit and settle it down to what the data supports. Tell us about the notice and we respond within one business day.
Book a confidential call