Best practices for organizing and managing a due diligence data room
Table of content
Despite the economic uncertainty and geopolitical tensions, global M&A activity is expected to rise in the second half of 2023, after it dropped by 6% in 2022.
Another trend demonstrates a mass adoption of cloud computing, driven by the growing need for scalable IT solutions and rising demand for remote work.
That’s why virtual data rooms have become an essential tool for businesses involved in M&A and due diligence activities, as they offer a secure and efficient way to store, share, and collaborate on confidential information from any location.
This article explores the benefits of using a virtual data room for due diligence, gives tips on how to make the most out of software, and offers a list of providers best for a successful due diligence process.
Key takeaways:
- A due diligence data room is a secure online repository for due diligence document storage and sharing.
- Top due diligence data room providers include iDeals, Intralinks, Firmex, Ansarada, and SecureDocs.
- The main benefits of a virtual data room for due diligence include high security, greater transparency, simplified collaboration, and improved efficiency.
- The key factors influencing the data room price are the number of users, number of workspaces, data storage capacity, advanced functionality, and availability of professional customer support.
- The main tips for efficient data room usage are preparing a due diligence checklist ahead, granting access carefully, using watermarks and other security tools wisely, and keeping all information up-to-date.
What is a data room due diligence?
A data room for due diligence is an online platform where confidential information is securely stored and shared with potential investors or buyers during a due diligence process.
Thus, with virtual data room software, multiple parties involved in a transaction can access and review due diligence documents remotely while maintaining a high level of data security and confidentiality.
In addition to providing secure access to confidential data, a virtual data room for due diligence enables users to:
- Set access permissions and restrictions
- Track and record all user activities
- Control document versions to ensure users have the most up-to-date information
- Request additional information, ask to complete due diligence questionnaire, and give answers to clarify any uncertainties about documents
- Collaborate with other deal participants
- Access files from mobile devices
- Customize the platform to reflect the company’s branding
Top due diligence virtual data room providers
There are many due diligence data room providers on the market today, each with its own unique differences. For example, some vendors specialize in specific industries, such as healthcare, finance, or real estate, while others focus on specific types of transactions like M&A, IPO, or fundraising.
Besides, their features and capabilities may differ greatly, with some providers offering more advanced tools than others.
The best data rooms for due diligence purposes are:
- iDeals — advanced security features, user-friendly interface, exceptional customer service
- Intralinks — advanced collaboration tools
- Firmex — customizable reporting and analytics capabilities
- Ansarada — AI-powered features
- SecureDocs — budget-friendly solutions for small and short-term projects
Why do you need a virtual data room for due diligence?
The benefits of using a data room due diligence include:
- Secure environment. Advanced security features, such as two-factor authentication, watermarks, and redaction, as well as security compliance with all industry standards and regulations, ensure secure document sharing and storage.
- Access control. User management features, such as time and IP access restrictions and granular user permissions allow admins to maintain control over who, when, and where can access and work with confidential documents.
- Better organization. Document management features, like automatic folder structure, drag-n-drop file upload, advanced in-document search, and automatic index numbering make it easier for due diligence parties to find and review the information they need.
- Greater transparency. Reporting features like audit trails and user activity tracking allow the target company to track document activity and monitor the due diligence process in real-time, ensuring transparency and effective access management.
- Simplified communication. Collaboration and communication features like advanced Q&A and customizable workflow allow users to ask questions, assign task roles, and fulfill diligence requests quickly and efficiently.
Overall, data rooms provide much more than regular file-sending tools like DropBox or Google Docs. A virtual data room ensures all tasks related to due diligence can be completed securely and efficiently in one place.
How much does a due diligence data room cost?
Online data room pricing significantly varies from one provider to another and depends on a number of factors, such as:
| Factor | Description |
| 1. Data storage capacity | The data room pricing is often based on the amount of GBs used by the clients, with the price ranging between $20 and $75+ per GB. |
| 2. Number of pages | Some providers charge by page, with the fees ranging from $0.40 to $0.85. |
| 3. Number of users | In this pricing model, a data room provider charges a fee based on the number of users accessing the platform. The price may range between $15 to $25 per user. |
| 4. Number of administrators | An administrator user, responsible for managing and maintaining the data room, may cost an additional $100-250. |
| 5. Number of workspaces | Some modern data room providers don’t charge for multi-project management functionality, while others charge by the deal, so the price will depend on a particular vendor. |
| 6. Features | Some providers charge extra for advanced features like AI-based redaction or analytics. |
| 7. Customer support | In many cases, more quality support with 24/ availability and a dedicated customer manager is included only in more expensive pricing models. |
| 8. Flat rate pricing | Clients are charged a fixed amount regardless of the number of users or the amount of data stored, so this model is beneficial for companies that need to store and share large amounts of data. |
That’s why the final price you pay for a data room in due diligence can vary significantly depending on your specific needs.
However, generally, for a small to medium-sized project, a data room price can range from around $150 to $500 per month. For larger enterprises that require more extensive data storage and more advanced virtual data room services, the costs can go up to several thousand dollars per month.
How to use a due diligence data room?
Here’s a 7-step algorithm for starting to use virtual data room due diligence:
- Check system requirements. Ensure that your computer meets the system requirements listed by your VDR provider. For example, you might need to install Adobe Reader or Windows MS Office.
- Set up the data room. The general settings usually include enabling or disabling automatic document indexing, renaming the project, adding the project administrators’ contacts, adding your company logo, customizing watermarks, and uploading NDA.
- Upload documents. To prepare all necessary documents for due diligence, create and follow a diligence data room checklist, which usually includes legal, operational, and financial documents.
- Invite users. To control access, create user groups and set up their permissions, such as fence view, view, download encrypted PDF, print, download PDF, download original, and upload.
- Configure the Q&A section. To ensure the security of sensitive data, decide which users can ask and answer questions and collaborate within the Q&A section and limit access to Q&A features to only authorized individuals.
- Configure reports. Subscribe to the reports to track project activity and receive information on folder access, Q&A activity, history of actions, and data storage usage.
- Create a new data room. If you have more than one project and need to run them separately, create a new data room and set it up according to the project’s requirements.
8 tips on using a virtual data room effectively
Here are eight best tips that can help you make the most out of your due diligence data room:
- Plan ahead. Define your objectives, timeline, and budget to determine the features and functionalities you need in the data room.
- Organize documents. Categorize your documents into folders, label them properly, avoid vague file names, and maintain a logical structure for easy navigation.
- Grant access carefully. Double-check that you share confidential documents with only the intended individuals or teams. This will help prevent unauthorized access or data breaches.
- Use watermarks. Add watermarks to all files in the due diligence data room. This helps to prevent unauthorized copying or distribution of sensitive documents.
- Monitor activity. Keep an eye on user activity, pay attention to any suspicious behavior, and analyze the reports to maintain confidentiality and security.
- Customize the data room. Customize the login page, background, and logo to enhance brand recognition and make your due diligence data room more personalized.
- Stay in touch with a dedicated project manager. Ensure you’re using a due diligence data room correctly and efficiently by collaborating with your project manager — an expert that can help you set up the data room, configure security settings, and troubleshoot any issues.
- Keep it up-to-date. Update the required documents with the latest information regularly to ensure they’re accurate and relevant.
FAQ
Today, many companies choose to invest in a virtual data room when conducting due diligence during M&A or other business transactions. This is because virtual data rooms offer several advantages over traditional data rooms.
In particular, a virtual data room has advanced security functionality, allows multiple parties to collaborate in one place, saves time, and reduces costs associated with data physical storage and distribution.
Data rooms should contain all the data relevant to due diligence, including financial statements, profit and loss statements, contracts, intellectual property, customer data, employee records, and other important documents.
The most important steps to take when organizing a due diligence data room are creating a clear folder structure, categorizing and labeling documents, providing straightforward indexing, and assigning access rights carefully.
A physical data room is a physical space, typically located in an office, bank, or other location where paper documents are stored. Users must physically attend the data room to review documents.
A virtual data room, on the other hand, is a secure online platform that can be accessed from anywhere and anytime. It also offers a variety of convenient tools for collaboration, communication, and reporting.
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