Nuvantiq
Capability pillar · M&AOperational Technology

OT Security Due Diligence.

When you buy an industrial business you buy its plant, its controllers and its unmanaged remote access. We put engineers inside the target's operational technology before you sign — and price what we find.

Cyber risk in an industrial deal is lost production, not lost data.

01 · The gap in the deal process

Cyber diligence covers the office. The value is in the plant.

Standard technology diligence reviews the corporate estate — identity, endpoints, cloud, GDPR exposure. It rarely goes past the IT/OT boundary. Yet in a manufacturing, energy, water or logistics target, the earnings sit behind PLCs, SCADA and a handful of vendor connections nobody has inventoried. That risk is unpriced in most transactions, and it lands on the buyer on completion day.

Cool-toned corporate data centre aisleDeal room

01

Where the deal is run

Advisers, models and a timetable. Cyber appears as one line in the technology workstream.

Configuration and policy on a screenData pack

02

What the target discloses

IT policies, an ISO certificate, a penetration test of the corporate network. Almost nothing below the boundary.

Ageing process plant, vessels and steelworkPlant

03

Where the earnings are made

Legacy controllers, flat networks, vendor dial-in, and a recovery time nobody has ever measured.

Diligence stops at the second frame. The liability lives in the third.

Technology diligence providers

The scope stops at the firewall

Strong on cloud, identity and data protection. But no one on the team has commissioned a PLC, and the target’s control systems are recorded as “out of scope” or taken on trust.

We are the OT half of the workstream.

Buy-side deal teams

No way to test what they are told

The target says the plant is segmented and backed up. Without an engineer on site there is no means to verify it inside the exclusivity period — so it becomes an assumption in the model.

We verify on the floor, in your window.

Vendors in a sale process

Surprises found by the buyer

Unmanaged remote access or an unrecoverable controller discovered late becomes a price chip, an indemnity or a delay — at the worst possible moment in the process.

We find it first, and close what is cheap.

Post-deal integration

A report nobody can execute

Findings arrive as a risk register with no owner, no cost and no sequence. Twelve months later the same issues appear in the group’s own audit.

We deliver the remediation ourselves.

02 · What it is

An engineering opinion on the asset, written for the deal team.

We assess the target's operational technology the way we would assess a plant we were about to be accountable for: what is installed, how it is connected, who can reach it from outside, what happens if it stops, and how long it would take to bring back. Where access allows we do it on site, walking the process areas with the target's own engineers.

The output is not a maturity heat map. It is a costed, sequenced set of findings expressed in the language a deal runs on — capex, EBITDA impact, warranty exposure, day-one actions and the two or three items that genuinely bear on price.

Findings priced · not scored

Deal team reviewing findings and figures

03 · Site validation

The single most valuable thing we do on a deal is turn up at the site.

Everything else in diligence is someone's account of the asset. Site validation is the part where an engineer stands in the plant, opens the panel and establishes what is actually true. It is where the material findings come from, and it is what makes a deal case defensible rather than assumed.

On the asset · with the target's own engineers

Site engineers carrying out a plant walkdown

On the asset

An engineer stands in the plant, opens the panel, and establishes what is actually true.

01

What is really installed

Controllers, drives, HMIs and network kit reconciled against the asset register panel by panel — including the equipment that is long out of support and absent from every schedule.

02

Every route in from outside

Vendor modems, forgotten routers, engineer laptops and shared credentials found by inspection. This is the finding that most often changes a day-one plan.

03

Whether the segmentation is real

We test the claim rather than read it. A documented DMZ and a flat network look identical in a data pack and very different in the cabinet.

04

Whether it could be recovered

Backup media located, contents checked, and where permitted a restore proven — which converts an assumption in the model into a measured downtime exposure.

05

What the engineers say off the record

An hour in the control room with the people who run the plant surfaces the near misses, workarounds and single points of dependency no management presentation contains.

Multi-site estates

Where a target has ten plants we validate a representative sample — the largest earner, the oldest asset and the one with the most external connections — then extrapolate with a stated confidence level rather than a guess.

Discreet by design

Visits are arranged as engineering or insurance reviews where the process requires it. Our people look and sound like plant engineers, because they are, so a walkdown does not unsettle a workforce that has not been told about the deal.

No access, no bluff

If the process will not permit a site visit we say plainly which findings we can and cannot stand behind, and what we would insist on as a condition or warranty instead. We do not dress up a document review as verification.

04 · Pre-deal & post-deal

We work both sides of completion — and that is the point.

Diligence houses stop at signing. Integrators start after it. The findings fall down the gap between them. Because the same engineers do both, the numbers in our report are numbers we are prepared to deliver against.

Pre-deal

Before you commit, we tell you what you are buying.

From an initial sector screen through to confirmatory diligence and SPA support, we build the engineering picture of the asset while the terms are still open — so what we find can still move price, clauses and conditions.

  • Asset and obsolescence position, costed
  • Site validation of the primary plants
  • Downtime and lost-production exposure
  • Warranty, indemnity and condition input
  • Red-flag report and IC briefing

Findings arrive while they are still negotiable.

Post-deal

After close, we fix it — with the same engineers.

The report becomes a funded programme. We deliver day-one controls, close the quick wins in the first weeks, and run the remediation site by site around production windows until the asset meets the standard you hold it to.

  • Day-one access, backup and escalation controls
  • First-100-days remediation delivery
  • Integration to the acquirer’s OT standard
  • Carve-out separation of shared OT infrastructure
  • Evidence pack for group assurance and regulators

The plan is delivered, not handed over.

Our OT expertise is what makes the deal case strong. Not a benchmark, not a questionnaire — people who have written the PLC code, commissioned the line and recovered the plant, giving the investment committee an engineering opinion it can rely on and then executing against it after close.

05 · Across the deal

How we help, stage by stage.

We can join at any point, but the earlier we are in, the more of the finding is still negotiable. Engagements are scoped to the timetable you already have.

Pre-LOISector & asset risk screenA desk-based read of the target’s sector, asset base, regulatory exposure and public incident history, plus the questions to put into the information request. No site access needed.2–3 days · red flags & question list
Confirmatory DDOT diligence on the assetThe core engagement. Management interviews, document review and, wherever the process permits, a walkdown of the primary sites with the target’s own control engineers.2–3 weeks · findings priced for the model
SPAPrice, warranty & condition supportWe help your lawyers and advisers turn engineering findings into specific warranties, indemnities, disclosures and conditions — and brief the IC on what we would not accept on trust.Clause-level input & IC briefing
Signing to closeDay-one readinessThe short list of things that must be true on completion: emergency access, vendor contacts, backup custody, incident escalation, and who to call at 03:00 on the first night.Day-one control plan
First 100 daysRemediation & integrationWe execute the quick wins ourselves, sequence the rest around production windows, and connect the asset to the acquirer’s standard without disrupting output.Delivered remediation, not a backlog
Carve-out & exitSeparation and exit readinessFor divestments and carve-outs: untangling shared OT infrastructure, standing up independent access and monitoring, and preparing the asset to survive a buyer’s diligence.Separable, defensible asset

06 · Scope of examination

What we look at inside the target.

Eight lines of enquiry. Each one is scored for deal impact — price, warranty, day one, or post-close capex — so nothing lands in the report that the deal team cannot act on.

01

OT asset & obsolescence position

What control equipment the target actually runs, its age, vendor support status and end-of-life horizon — the difference between a security finding and a capital replacement programme.

Post-close capex

02

Architecture & IT/OT segmentation

Whether production networks are genuinely separated from corporate IT, or a single compromised laptop can reach a controller. Tested against the documentation, not derived from it.

Price & day one

03

Remote & third-party access

Every route into the plant from outside: vendors, OEMs, integrators, engineers at home. Who holds credentials, whether sessions are brokered and recorded, what is left over from old contracts.

Day one · highest frequency finding

04

Recovery capability & downtime exposure

Controller and SCADA backups, whether a restore has ever been proven, and a realistic time-to-restart for the critical lines — converted into lost-production exposure per day.

EBITDA exposure

05

Regulatory & contractual standing

NIS2, CAF, IEC 62443 and sector-specific obligations; customer and insurer security requirements; and whether the target could sustain a regulator’s or major customer’s audit today.

Warranty & disclosure

06

Incident history & concealed events

Past disruptions, near misses and infections the corporate story has smoothed over — traced through maintenance records and engineer interviews, not just the disclosure schedule.

Warranty & price

07

People, competence & key dependency

Who actually keeps the plant running and secure. Single points of human failure, retirement risk, and how much of the operating knowledge sits with one contractor.

Retention & integration risk

08

Remediation cost & sequencing

Every finding costed and placed on a timeline against production windows, separating what must be fixed before completion from what belongs in a two-year programme.

Capex model input

07 · Deal impact

What a finding actually changes.

A diligence report that does not move a number, a clause or a plan was a waste of the fee. Every finding we raise is tagged to one of these four outcomes.

It moves the price

A replacement programme for obsolete controllers, or a credible lost-production exposure, is a value adjustment — quantified in the model rather than argued in the room.

It becomes a clause

Specific warranties on OT incidents, remote access inventory and regulatory status, plus disclosure and indemnity where the target cannot evidence what it has claimed.

It becomes a day-one action

Anything that would leave the asset unable to recover, or open to a party you no longer control, is closed at completion — not queued behind integration planning.

It becomes a funded plan

The remainder becomes a sequenced, costed programme in the 100-day plan, with owners named and windows agreed with site management before it is signed off.

08 · Deliverables

What lands in the data room and the IC pack.

Red-flag report

Short, plain-English, front-loaded. The three or four things that bear on whether and at what price the deal proceeds, with our confidence level in each.

Full OT diligence report

Findings by line of enquiry with evidence, severity, deal impact and the basis of our opinion — written to survive IC and lender scrutiny.

Costed remediation model

Capex and opex estimates by finding and by site, phased across the hold period so the plan can be dropped straight into the deal model.

SPA input schedule

Suggested warranty, disclosure and condition language tied to specific findings, prepared for your legal advisers.

Day-one control plan

The completion-day checklist: access revocation, backup custody, emergency contacts, escalation routes and monitoring coverage.

First-100-days programme

A sequenced remediation and integration plan with owners, windows and evidence milestones — the same plan we will deliver against if you want us to.

09 · Why Nuvantiq

We can also fix what we find. Most diligence providers cannot.

01

Engineers, not reviewers

Our people have written the PLC code, configured the switch and recovered the plant. Target site engineers talk to us candidly, which is where the real findings come from.

02

We speak deal, not maturity model

Findings arrive as cost, exposure, clause and sequence. No heat maps, no alphabet soup, nothing an investment committee has to translate.

03

Diligence and delivery from one team

The people who found it can fix it. That keeps the 100-day plan honest — we will not put a number in a report we would not be prepared to deliver to.

04

We work to your timetable

Site visits arranged without alarming the workforce, findings delivered inside exclusivity, and a straight answer when the window is too short to be certain.

Buy-side · funds & corporate development

You need to know whether the asset can keep producing, what the remediation bill really is, and which findings belong in the SPA rather than the integration plan. We give you a costed engineering view before you commit, and a day-one plan if you proceed.

Sell-side · vendors & exit preparation

Buyers will find the unmanaged vendor access and the unbacked-up controllers. Better that you find them first. We run vendor diligence, close the cheap items before the process opens, and give you defensible answers for the ones that remain.

Portfolio & post-deal

Across a portfolio of industrial assets you need one comparable view of OT risk, and delivery capacity to act on it. We assess to a consistent method, report to the same format, and remediate site by site with our own engineers.

Live deal, or one in the pipeline

See the asset before you own it.

Send us the target, the sector and the timetable. We will tell you within a day what can be assessed in the window you have — and what it will cost.