The AI claim in the CIM is a diligence question, not a marketing point.
When every target company claims to be 'AI-enabled,' the real question isn't whether they use AI — it's whether their AI capabilities are defensible. Three specific tests that separate a real AI capability from a marketing overlay.
Every CIM written in the last eighteen months has an AI section. Most of them are marketing. A handful are material. The job of a deal team is to tell the difference before the LOI, not after the quality of earnings.
The language is almost always the same: "AI-powered," "machine learning-driven," "proprietary algorithm." None of those phrases tell you anything about whether the capability is real, defensible, or priced correctly into the deal.
Here are three tests we run in every AI Diligence Sprint to separate signal from noise.
Test 1: Can they show you the model inventory? A company with real AI capabilities can produce a list of every model in production, every model in development, and every third-party AI dependency — classified by materiality and regulatory exposure. If they can't produce that list in 48 hours, the AI section of the CIM is aspirational.
Test 2: Who owns the data? AI capabilities built on data the company doesn't own are vendor dependencies, not competitive moats. Ask for the data provenance documentation. Ask what happens to the capability if the vendor relationship ends. The answer tells you whether you're buying an asset or a subscription.
Test 3: Is there a governance structure? Shadow AI — models running in production without formal ownership, risk acceptance, or monitoring — is a liability that doesn't show up on the balance sheet until something goes wrong. Ask who signs the risk acceptance for each model in production. Silence is an answer.
These three tests take less than a week to run. They don't require a technical co-diligence firm. They require asking the right questions in the right order — and knowing what a defensible answer looks like.
The AI Diligence Sprint is a two-week engagement that runs all three tests, maps every AI dependency, and delivers a remediation cost estimate before you close. If the AI section of your current CIM is a question mark, that's where we start.
