KOYO Full Deck — Deal & Risks

Overview Market & Strategy Operations Financials Deal & Risks

Top Risks

Risk	Impact if Unmanaged	Control Action	Gate Owner
Supplier-right dependency	Expansion thesis invalidated	Contractually lock rights, renewal economics, and territory clarity	Legal + Commercial DD
Founder/key-person transition	Service disruption and customer loss	Transition charter, shadow P&L handover, and retention plan	CEO + Integration PMO
QoE uncertainty	Overpayment risk	Adjustment audit with evidence tiers	Finance DD lead
Overseas execution overreach	Capital burn with weak returns	Stage-gate capex and acquisition criteria	IC + Strategy

IC Gate Checklist

Must Be Green

Rights lock completed and legally enforceable
QoE adjustments source-verified
Leadership transition model signed and staffed
Service continuity plan tested on key accounts

If Amber/Red

Cut valuation or structure as contingent consideration
Delay close until critical controls are in place
Remove overseas upside from base underwriting
Re-scope transaction perimeter

Final Recommendation

Proceed conditionally: approve on domestic base economics with strict governance and rights gates; treat TW/HK as milestone-priced options, not guaranteed value at entry.