Data Room Builder
M&A template

Vendor Due Diligence (VDD) Data Room Template

Structure the room a VDD provider needs: audited numbers, normalisations, legal corpus and the commercial evidence that supports the equity story before buyers ever arrive.

Download Excel template Download CSV Generate this structure in the builder

Spreadsheet preview

Folder index rows

01 VDD Workstream / 01.01 Scope and information request
01 VDD Workstream / 01.02 Findings and issue log
02 Financial / 02.01 Audited accounts and bridges
02 Financial / 02.02 Quality of earnings support
03 Legal / 03.01 Corporate structure and title
03 Legal / 03.02 Material contracts
04 Commercial / 04.01 Market and pipeline evidence

Use case

Preparing a seller-commissioned VDD report before launch

Download the CSV, open it in Excel or Google Sheets, customise the rows, then upload the finished index to Data Room Builder. The columns are intentionally simple: Level 1, Level 2, Level 3 and Notes.

Level 1Level 2Level 3Notes
01 VDD Workstream01.01 Scope and information request—Provider scope letter and master request list
01 VDD Workstream01.02 Findings and issue log—Draft findings, management responses and remediation
02 Financial02.01 Audited accounts and bridges—Three years plus EBITDA and net-debt bridges
02 Financial02.02 Quality of earnings support—Normalisations, one-offs, pro-forma adjustments
03 Legal03.01 Corporate structure and title—Group chart, statutory registers, share title chain
03 Legal03.02 Material contracts—Customer, supplier and financing agreements
04 Commercial04.01 Market and pipeline evidence—Market sizing, cohorts, pipeline conversion
05 Tax05.01 Filings and positions—Returns, open enquiries, structuring memos
06 Management06.01 Equity story support—Business plan, KPIs, management presentations

Implementation tips

  • Run the VDD room as the master copy — the buyer-facing room later inherits its numbering.
  • Keep the issue log restricted to the deal team; findings leak negotiating leverage.
  • Reconcile every VDD data point to a document in the room so the report footnotes resolve.

FAQs

What is the difference between VDD and sell-side preparation?

VDD is a seller-commissioned, provider-authored report buyers can rely on; sell-side prep organises the same evidence but produces no reliance report.

Should the VDD room be shown to buyers?

Usually a cleaned copy is: the findings log and drafts stay private while the supporting documents migrate into the buyer-facing room.