How Is PRISM Different from a Code-Review Tech DD?

A code-review technology due diligence evaluates code quality and flags technical risk. PRISM starts where that review ends. It scores five business dimensions and prices every finding as a CapEx requirement, an EBITDA drag, or an exit-multiple implication. It then routes each one into a decision: Gate, Price, Thesis, or Lever.

Both look at the same estate. The difference is what they hand back to the deal team.

What each one is

A code-review-style tech DD is an engineering assessment. A reviewer reads the codebase, examines the architecture, checks security and infrastructure, and writes up what they find: test coverage, code smells, scalability concerns, dependency risk. The output is an expert opinion on the technical state of the asset, usually organized by system.

PRISM™ is a diligence framework built around the deal rather than the codebase. It scores five dimensions: Portfolio Fit, Risk Quantification, Infrastructure and Engineering, Strategic Data Assets, and Management and Execution. It translates every finding into a financial and strategic consequence. The deliverable is written for a deal partner and a board.

When to use each one

	Code-review tech DD	PRISM
Primary question	Is the code good?	What does the technology mean for the deal?
Output	Engineering opinion	Priced findings + a decision for each
What it examines	The codebase	The asset against the thesis
Findings expressed as	Technical severity	CapEx, EBITDA drag, multiple impact
Handed to	The engineering team	The 100-day plan

A code review is the right choice when you already know exactly what you're buying and need only a technical check on quality. PRISM is the right choice when the thesis depends on the technology and the deal team needs to know what to negotiate, what to walk away from, and what to build after close.

How to choose

Ask what decision the diligence has to support. If you need to know whether the code is well-written, a code review answers it. You may instead need to know whether a finding is a price-chip, a deal-breaker, or a value lever, and what it costs to resolve. That requires the finding translated into the language of the deal. A target with thin test coverage and a target with an unresolved data-rights clause both read as "technical debt" in a code review. PRISM separates the multi-month engineering fix from the item that can unwind the IP position.

A practical test: if the report leaves the deal team asking "so what does this mean for the price," the diligence stopped one step short. The Assess engagement exists to make that translation.