Tomer Stavitsky is SVP and Chief Corporate Development Officer at Omnicell (NASDAQ: OMCL)
Corp dev teams treat M&A and partnerships as separate tracks, but Tomer Stavitsky looks at them holistically. In this episode, he breaks down the partner-first approach: an acquisition framework for situations where the target isn't ready, the PE owner isn't selling, or your integration capacity isn't there. He walks us through structuring the partnership, keeping the acquisition thesis alive through execution, negotiating and defending a right of first refusal, and managing the three-way stakeholder dynamic without signaling the wrong things at the wrong time.
What You'll Learn
If you're working through a partner-first deal, the M&A Science membership has frameworks and tools built for exactly this kind of situation. Learn more at mascience.com/membership.
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This episode is sponsored by DealRoom
DealRoom's Buyer-Led M&A™ Summit is Back!
Join me at the summit on May 20, a free virtual event hosted by DealRoom covering AI, pipeline, diligence, and integration across the deal lifecycle. Sessions run 11:30 AM to 1:30 PM ET. Register here.
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[00:00] Introduction: Tomer Stavitsky's Background and the End-to-End Corp Dev View
[08:04] Building or Rebuilding a Corp Dev Function
[16:01] What Is the Partner-First Approach and When Does It Apply
[21:10] Mapping the Market and Deciding Who Stays on the Watch List
[24:13] Managing Multiple Targets Without Over-Committing
[27:48] Using Exclusivity as a Strategic and Protective Tool
[35:00] Managing the Three-Party Dynamic: Target Leadership, PE Owner, and Your Own Org
[37:58] The Real Story: How a Partnership Became an Acquisition (Including the Competitive ROFR Moment)
[42:41] The Most Common Mistake in Converting a Partnership to an Acquisition
[44:32] Applying Partner-First to AI-Era Targets
[49:21] What's the Craziest Thing You've Seen in M&A?
Chandradev Mehta, SVP Strategy and Business Development at Hexion Inc.
Chandradev Mehta, SVP Strategy and Business Development at Hexion Inc., breaks down how a commodity chemical company uses M&A to transform into a technology-enabled, chemistry-as-a-service business. He covers the acquisition of an AI and MarTech company, the build vs. buy vs. partner decision framework, integration planning discipline, banker selection, small deal execution, and JV governance.
What You'll Learn
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If you’re building an M&A capability from scratch or trying to get your team aligned on deal fundamentals, the M&A Fundamentals Track on DealPilot covers the full deal life cycle in roughly five hours, including vocabulary, process, and both sides of the table. Access it when you become an M&A Science member.
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This episode is sponsored by DealRoom
DealRoom's Buyer-Led M&A™ Summit is Back!
Join me at the summit on May 20, a free virtual event hosted by DealRoom covering AI, pipeline, diligence, and integration across the deal lifecycle. Sessions run 11:30 AM to 1:30 PM ET.
Register here: https://hubs.ly/Q0496h-s0
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[00:00] Introduction
[04:41] From Investment Banking to the Principal Side
[10:24] Using M&A to Transform Hexion
[11:01] Build vs. Buy vs. Partner Framework
[16:42] What Chemistry as a Service Actually Means
[23:43] Sourcing Deals: Push and Pull Model
[26:24] What Makes a Banker Actually Useful
[29:12] Valuation Discipline and Must-Believes
[36:21] Environmental Risk in Chemical Deals
[36:46] Why Small Deals Are Harder Than They Look
[41:21] Joint Ventures: Negotiate the Divorce First
[43:25] Execution Principles and Stakeholder Alignment
[47:08] Getting Deals Actionable
Keith Levy, Operating Partner at Sonoma Brands Capital
Most consumer brand founders think about exit as an event. Keith Levy thinks about it as a design requirement.
In the second of two episodes, Keith walks through what exit-ready actually looks like in CPG: the revenue and EBITDA thresholds that matter, why you have to get beyond the corp dev team to the operators who actually need what you're building, how capital gets wasted at every stage of a brand's lifecycle, and what the investments that produce exits have in common versus the ones that don't.
If you missed the first episode, it covers Keith's five-pillar CPG diligence framework and the Touchland and Bachan's case studies. Start there.
What You'll Learn
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If you're building a consumer brand toward exit or evaluating one for acquisition, DealPilot, powered by M&A Science, has the practitioner playbook for CPG exit positioning. Join at mascience.com/membership.
Already a member? The bonus conversation with Keith is live now: boards, earnouts, and the hardest lessons from six years backing consumer brands.
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This episode is sponsored by DealRoom
DealRoom's Buyer-Led M&A™ Summit is Back! Join me at the summit on May 20, a free virtual event hosted by DealRoom covering AI, pipeline, diligence, and integration across the deal lifecycle. Sessions run 11:30 AM to 1:30 PM ET. Register here: https://hubs.ly/Q0496h-s0
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[00:00:01] Intro
[00:04:19] Day-to-day across 20+ portfolio companies
[00:05:43] When to lean in and when to stay out
[00:09:28] Pre-LOI landmines that kill deals early
[00:13:26] The CPG brand lifecycle: from first check to exit
[00:16:04] How capital needs change as a brand grows
[00:20:15] Execution is why most investments fail
[00:21:26] Capital allocation as the real test of a founder
[00:23:00] What it takes to position a CPG brand for strategic exit
[00:25:13] Big companies can't incubate brands — why that's your edge
[00:26:23] Why you have to get beyond the corp dev team
[00:29:48] What the investments that worked had in common
[00:33:43] Why investments fall apart after you cut the check
[00:35:16] The celebrity founder trap
[00:39:16] How the Sonoma deal funnel actually works
[00:45:22] What kills a deal at the investment committee stage
Keith Levy, Operating Partner at Sonoma Brands Capital
Keith Levy backed an exit of just under $1B and a $400M exit using the same five-pillar framework, and he starts with the founder every time. Finance comes last.
As Operating Partner at Sonoma Brands Capital, Keith has spent six years evaluating consumer brands across food, beverage, pet food, snacks, and cosmetics. Before that he was CMO at Anheuser-Busch through the $52B InBev deal, president of Royal Canin USA for Mars, and the strategic acquirer who led the Kind acquisition at Mars Wrigley. He knows what the data room doesn't show you, and this conversation is built around that gap.
The first of two episodes covers the full five-pillar CPG diligence framework and the Touchland and Boon's case studies. The second episode, out the following week, covers CPG brand lifecycle, exit positioning, and capital allocation.
What You'll Learn
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If you evaluate consumer brand investments and want a framework for the risks the model won't surface, DealPilot, powered by M&A Science, has the practitioner playbook. Join at mascience.com/membership.
Already a member? The bonus conversation with Keith is live now: boards, earnouts, and the hardest lessons from six years backing consumer brands, exclusively for M&A Science members.
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This episode is sponsored by DealRoom
DealMax starts Monday.
Find us at the Aria
DealRoom: Booth 109,
M&A Science: Booth 208.
Kison will be signing copies of Buyer-Led M&A all three days, and we've got a candy bar and swag worth stopping for. Then, join us monday night for a happy hour, RSVP here: https://hubs.ly/Q043VnNH0
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[00:00:00] Intro
[00:02:02] Keith’s background overview (24 years at AB, $52B InBev deal – narrated)
[00:05:40] Running Royal Canin and joining Mars / Mars Wrigley
[00:08:45] Why Mars acquired Kind
[00:09:15] What is Sonoma Brands and how Keith got there
[00:10:17] The Budweiser CMO era & favorite ads
[00:15:12] The Mars / Wrigley China integration
[00:23:15] How Sonoma Brands evolved from venture to growth equity
[00:25:11] Why deals don’t work and what Sonoma changed
[00:27:12] The Keith Levy CPG diligence framework
[00:30:04] How to evaluate a founder
[00:35:40] What product‑market fit actually looks like
[00:38:32] Touchland: under $1B exit in two years
[00:39:05] Go‑to‑market: sequencing channels & steady growth
[00:41:10] Why TAM is just a sniff test
[00:43:31] Why how you make the product matters more than you think
[00:47:08] The real value an operating partner brings
Matt James, EVP, CFO & Chief Acquisition Officer at Oakbridge Insurance
Roll-up platforms that skipped real integration are getting exposed when they go to market. Buyers want proof of organic growth, clean data, and a platform that actually functions as one. A lot of processes are breaking down because those proof points aren't there.
Matt James co-founded Oakbridge Insurance in 2020 and has since closed 60+ acquisitions, integrating 100% from day of close. This conversation covers how he built that system, what went wrong with billion-dollar competitors, and what he would fix first if he walked into a revenue-aggregating roll-up right now.
What You'll Learn
If you're evaluating targets and want to know if they're integration-ready pre-LOI, the Intelligence Hub can help you score cultural fit, data readiness, and technology maturity. Join the professional membership at mascience.com/membership.
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This episode is sponsored by DealRoom
DealRoom's State of M&A Report gives you data to back up your M&A priorities.
The State of M&A Report reveals the gap between what teams think matters and where the real bottlenecks are.
Download it now to get expert insights: https://hubs.ly/Q03ZxRvD0
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Episode Chapters
[00:03:00] Introduction & Matt's Background
[00:05:00] How Buyer Diligence Has Shifted
[00:06:00] Organic vs. Inorganic Growth and Why It Matters
[00:11:00] The Four-Criteria Deal Evaluation Framework
[00:14:00] Validating Cultural Fit Before LOI
[00:17:00] Deal Structure: Equity, Earnouts, and Alignment
[00:20:00] What Billion-Dollar Platforms Got Wrong
[00:26:00]Building the Integration System at Oakbridge
[00:31:00] Bridging Diligence and Integration
[00:38:00] Data Infrastructure: Databricks, Power BI, and Why It's Worth It
[00:45:00] Building Proprietary Deal Flow
[00:52:00] First Moves When Integration Is Broken
Dan Caruso, Managing Director, Caruso Ventures; Founding CEO of Zayo Group
This is Part 2 of our conversation with Dan Caruso, founder and former CEO of Zayo Group. Be sure to start with Part 1. It covers the Zayo thesis, deal sourcing, structure, and the negotiation playbook, whereas this episode picks up at the execution.
Part 2 is about the equity value-creation framework Dan built at Zayo, applying the same IRR math PE firms use for their portfolio companies to daily operating decisions. It replaced budgets and tied every compensation decision to a single equation. It ends with the exit and how Dan put together a competing bid after a buyer consortium locked up the debt market.
What You'll Learn
Want to apply Dan's framework to your own business? The Intelligence Hub has the Equity Value Creation Operating Model, a step-by-step guide to replacing budget-based management with IRR as your operating compass. Access here.
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This episode is sponsored by DealRoom
M&A Science is heading to ACG DealMax in Las Vegas, April 27–29 and we'd love to see you there. Stop by the booth for a book signing, swag, and a look at what the M&A Science and DealRoom teams have been building.
Learn more and save the date: https://hubs.ly/Q043VnNH0
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[00:02:28] Public company vs. private: what changed about deal execution.
[00:03:40] Negotiation tactics: countering lower, manufacturing urgency, the CEO-investor wedge.
[00:08:15] Integration maturity: how execution evolved across 45+ deals.
[00:18:43] Culture: join us or don't.
[00:20:35] Going public: super voting shares, activist investors, and the PR game Dan skipped.
[00:24:40] Post-IPO talent drain and what Dan would restructure in management equity.
[00:29:26] When to sell: reading value compression.
[00:33:03] The sell process: competing bid against a cornered debt market.
[00:39:18] The equity value creation model: replacing budgets with IRR.
[00:43:29] IRR as a real-time operating metric.
[00:49:50] Cruso Ventures, quantum, space, and Boulder Roots Music Fest.
[01:01:06] The ICG deal: $8.7M in, $250M out
Dan Caruso, Managing Director, Caruso Ventures; Founding CEO of Zayo Group
Dan Caruso built Zayo from a startup into a $14B+ bandwidth infrastructure platform through 45 acquisitions. In Part 1, he walks through the full buyer-led playbook: how the thesis was built on a contrarian bet that everyone else got wrong, how proprietary deals were sourced through early relationship-building, and why fast integration wasn't a reputation problem — it was a competitive advantage.
He also breaks down the metric trap most roll-up operators fall into: mistaking EBITDA growth for true value creation. If your board is tracking acquisitions individually or your deal structure is loaded with earnouts, this conversation will challenge how you're running the program.
What you'll learn:
Dan's approach to thesis validation, investor alignment, and platform value creation is documented in the Roll-Up Readiness Assessment inside the Intelligence Hub, a stage-gated guide built directly from this conversation. Access inside the Intelligence Hub — → Access inside the M&A Science Hub — members only.
This episode of M&A Science is presented by DealRoom.
DealRoom just automated Pipeline Management with AI so you can spend less time updating deals, and more time working them. Automatically push deal context from Outlook to DealRoom Pipeline and use AI to keep deal target data and tasks updated, so follow-ups never slip through the cracks. No manual logging. No stale pipeline data.
See for yourself: https://hubs.ly/Q045fXp50
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[00:02:00] Introduction: Dan Caruso and the Zayo Story
[00:03:51] Background: From Ma Bell to MFS to Level Three
[00:08:58] Lessons from WorldCom: What Fake Value Creation Looks Like
[00:10:35] What First-Time Acquirers Get Wrong
[00:12:39] Building the Zayo Thesis: Fiber Orphans and Accidental Owners
[00:17:20] Raising Capital When You Have a Track Record
[00:23:50] What Must Be True for the Thesis to Work
[00:26:54] Why EBITDA Doesn't Measure Value Creation
[00:29:15] The Danger of Tracking Acquisitions Individually
[00:31:17] What Actually Drove Zayo's Success
[00:36:10] Convincing Sellers: Proprietary Sourcing and Relationship Strategy
[00:45:30] The Above Net Acquisition: Unsolicited, Fully Funded, at a Conference
[00:51:02] Negotiation Tactics: Unpredictability, Silence, and Team Play
[01:02:16] Deal Structure: Why Zayo Avoided Earnouts
[01:03:56] Clean Cash Offers and Certainty of Close
Rodrigo Dominguez Sotomayor, Partner at White & Case LLP
Most US buyers approach Latin America M&A the same way they do a domestic deal — optimize the process, close fast, move on. That approach gets deals killed.
Rodrigo Dominguez Sotomayor, Partner at White & Case LLP, has spent 25 years closing transactions across every major Latin America market. In this episode, he walks through what actually determines outcomes: antitrust consent timelines, labor regimes that make post-close restructuring expensive, and the relationship dynamics that can unwind a billion-dollar deal a week before signing.
What You’ll Learn In This Episode:
Your standard diligence process will miss things that kill LatAm deals — statutory severance you didn't model, title searches that go back a hundred years, antitrust consent timelines that block close for months, auctions where R&W insurance is already expected.
Running diligence on a LatAm target right now? The M&A Science Hub has two resources built directly from this episode — the LATAM Diligence Delta Checklist and the Latin America M&A Entry Playbook — plus an AI tutor trained on 400+ practitioner conversations you can pressure-test your current deal against.
Members get access before the episode goes public. → Access inside the Intelligence Hub — members only.
This episode is sponsored by DealRoom
Stop juggling six different tools to run one deal. DealRoom brings pipeline management, diligence tracking, document sharing, and team collaboration into one platform. Purpose-built for M&A teams who need to move fast without losing control. request your demo today: https://hubs.ly/Q03ZMvQX0
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[00:04:26] Rodrigo's background: 25 years across Latin America M&A
[00:06:57] How a cross-border acquisition actually starts
[00:10:17] Bilateral deals and family-owned businesses
[00:12:52] Reading the room: when not to push on numbers
[00:14:12] The billion-dollar deal that fell apart over 2%
[00:20:02] Antitrust consent regimes across LatAm
[00:29:49] The union leader story
[00:27:14] Labor, employment, and statutory severance
[00:34:04] Reps & warranties insurance: now standard in LatAm
[00:38:44] Auction vs. bilateral: the 80/20 split
[00:44:01] FinTech opportunity in Latin America
[00:48:05] NVCA forms and deal documentation
[00:52:48] Post-close integration: what actually determines success
[00:55:51] Craziest Thing in M&A
Booz Allen Hamilton didn't build one of the most active acquisition programs in federal tech by waiting for banker inbounds. They built it by showing up years before anyone else.
Chrissy Cox has built Booz Allen's corporate development function from scratch and done it twice. Her team was named Deal Team of the Year by the Association for Corporate Growth, and under her leadership, roughly 80% of their acquisitions come from companies they already have a relationship with. That's not luck, it's a system.
In this episode, she breaks down exactly how that system works — from pipeline development to cultural diligence to integration ownership — and what most corp dev teams get wrong before they ever get to LOI.
This episode is sponsored by M&A Science Intelligence Hub
If you’re trying to move from cold outreach to genuine relationship-building with targets, the Intelligence Hub has the Partner-First Acquisition Evaluation Playbook — a practitioner-built framework for structuring pre-acquisition partnerships, evaluating targets through the lens of existing relationships, and moving from partner to acquirer with conviction. Become an M&A Scientist at www.mascience.com/membership
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This episode is also sponsored by DealRoom
The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress.
Request a Demo today: https://hubs.ly/Q03ZMvQX0
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[00:00:00] Intro
[00:04:20] Chrissy Cox’s path into M&A
[00:05:04] Building Booz Allen’s corp dev function
[00:10:32] How Booz Allen builds a proprietary deal pipeline
[00:15:08] The partner-first approach to acquisitions
[00:20:31] When founders should consider selling
[00:23:49] Why culture can kill a great deal
[00:29:40] Carve-out lessons from the PAR Government deal
[00:33:24] Why founders should hire bankers
[00:43:43] Integration: protect the secret sauce
[00:48:01] The biggest mistakes in corporate development
[00:49:33] The craziest thing about M&A
Nathan Rust, Senior VP of Corporate Development, Salas O'Brien
Salas O'Brien has completed 30+ mergers with a 100% success rate and 93% cumulative leadership retention.
That doesn't happen by accident.
Nathan Rust, Senior VP of Corp Dev, explains the system behind those numbers. He shares how they screen bad fits on the first call, why their CEO meets every employee from acquired firms, and how a founder-driven sourcing flywheel attracts inbound deals.
In this episode: You’ll learn how they screen 200+ opportunities a year down to the ones worth closing, why their initial diligence list is 10 questions, how reverse due diligence works as a real screening tool, and what CEO-led integration meetings mean for retention.
The core argument: Cultural fit isn't a soft metric. Believe it or not, it's the primary filter for deals. EBITDA tells you what you're buying, but people tell you whether it survives.
If you run corp dev at a people-intensive business and wonder why your post-close retention doesn't match your pre-close promises, this episode is for you.
This episode is sponsored by M&A Science
If you're struggling to retain founder-led leadership teams post-close, the Hub has frameworks for cultural integration and leadership retention to help you actually deliver on what you promised at signing. Get access at www.mascience.com/membership
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This episode is also sponsored by DealRoom
The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress.
Request a Demo today: https://hubs.ly/Q03ZMvQX0
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[00:04:40] Nathan's Background & How It Shaped His M&A Philosophy
[00:09:25] Why People Are the Primary Deal Filter
[00:11:23] The Three Screening Criteria on Every First Call
[00:16:51] Earnouts, Equity Rollover, and Employee Ownership
[00:21:21] Deal Sourcing: Employee Referrals, Buy-Side Reps, Direct Outreach
[00:33:37] How Introductory Calls Actually Run (And Why They're 90% Personal)
[00:42:10] The 10-Question Diligence List & Reverse Due Diligence
[00:47:50] Valuation Philosophy — Fair Offers, No Retrading
[00:51:10] ESOP Deal Complexity & The Charlotte Deal Story
[00:55:00] Integration: Why the CEO Meets Every Employee
[00:57:44] The Craziest Thing in M&A
Mauro Sambati, Partner – Gianni & Origoni
Donato Romano, Partner – Gianni & Origoni
Italy remains one of Europe’s most attractive markets for foreign investment. But cross-border deals in Italy are shaped by regulatory scrutiny, strict labor laws, and unique cultural dynamics that many investors underestimate.
In this episode, Mauro Sambati and Donato Romano, Partners at Gianni & Origoni, explain what it truly takes to structure and close successful transactions in Italy.
This episode offers a practical perspective for M&A leaders navigating complex decisions where clarity and conviction matter as much as valuation.
Listen to the full episode to learn how strategic focus can define billion-dollar outcomes.
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If you're structuring a cross-border deal in Europe, the Hub has practitioner-built playbooks and AI-assisted deal guidance to help you navigate regulatory clearance sequencing, minority governance, and founder transition dynamics. Become an M&A Scientist at www.mascience.com/membership
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This episode is also sponsored by DealRoom
DealRoom's State of M&A Report gives you data to back up your M&A priorities.
The State of M&A Report reveals the gap between what teams think matters and where the real bottlenecks are.
Download it now to get expert insights: https://hubs.ly/Q03ZxRvD0
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[00:02:59] Guest Backgrounds & Italian Legal Market – Introduction to the partners at GOP and how Italy’s full-service law firms support cross-border buyers.
[00:08:47] Lessons from Early Cross-Border Deals – Why negotiation strategy, communication, and cultural awareness matter more than technical drafting.
[00:11:03] Golden Power Regulations Explained – How Italy’s FDI regime works, what sectors trigger review, and how geopolitical shifts expanded scrutiny.
[00:17:40] Managing Regulatory Risk & Deal Timing – Practical steps for foreign buyers to navigate filings, conditions precedent, and approval timelines.
[00:21:54] Cultural Differences in Buyer Behavior – How Japanese, Korean, UK, and US acquirers differ in speed, hierarchy, and decision-making.
[00:29:46] Common Pitfalls for US Buyers in Italy – Employment law constraints, founder influence, and the risks of moving too fast post-acquisition.
[00:35:40] Deal Sourcing in Italy – The shift from investment bank–led processes to lawyer-driven origination and evolving private equity activity.
[00:42:20] Lockbox vs. Closing Accounts – How Italian deal structures have evolved, why private equity favors lockbox, and the mechanics behind each method.
[00:48:50] Earnouts & Governance Tensions – Structuring short-term earnouts, aligning incentives, and balancing control with seller protections.
[00:57:35] Labor Law & Retention Realities – Why layoffs are complex in Italy, union consultation requirements, and the cultural importance of employee continuity.
[01:03:08] The Craziest Thing in M&A – An Italian founder let employees vote on the preferred buyer, choosing cultural fit over a higher private equity offer.
When it comes to billion-dollar deals, success depends less on how much analysis is done and more on how clearly the organization aligns around what truly matters.
In this episode of the M&A Science Podcast, Robert Lovegrove, President & CEO of The ChemQuest Group. Previously, as VP of Corporate Strategy at Milliken & Company, shares how one of the company’s largest acquisitions was shaped by focus, discipline, and internal alignment. Rather than overwhelming the process with more diligence, leadership centered the decision around four core questions that clarified risk, built conviction, and guided a confident go / no-go decision.
Robert also explains how adjacency-based M&A reduced execution risk, why trust mattered more than price in winning the deal, and how treating culture as a deal consideration—rather than an integration afterthought—helped unlock long-term growth.
This episode offers a practical perspective for M&A leaders navigating complex decisions where clarity and conviction matter as much as valuation.
Listen to the full episode to learn how strategic focus can define billion-dollar outcomes.
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This episode is brought to you by the M&A Science Intelligence Hub.
You know that feeling when you're deep in a deal and something doesn't sit right, but you've already invested weeks into it? The Intelligence Hub helps you think like someone who's walked away from bad deals before — because they have. Pattern recognition from 400+ practitioner interviews, with citations back to the exact conversation. Join the professional membership at mascience.com/membership.
_____________________
This episode is also sponsored by DealRoom
Stop juggling six different tools to run one deal. DealRoom brings pipeline management, diligence tracking, document sharing, and team collaboration into one platform. Purpose-built for M&A teams who need to move fast without losing control.
Request your demo today:https://hubs.ly/Q03ZMvQX0
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[00:04:24] From Engineer to Strategy Chief – Robert Lovegrove’s path from mechanical engineer to VP of Corporate Strategy at a 160-year-old family-owned industrial.
[00:05:23] Designing for Dividends – Reorienting corporate strategy around stable dividend growth instead of pure enterprise value expansion.
[00:09:24] Portfolio Surgery – Using market attractiveness vs. competitive position to rebalance cyclicality and reshape capital allocation.
[00:10:26] The Adjacency Map Framework – Defining “right-to-win” expansion zones across technology, geography, business model, and customer verticals.
[00:13:38] Tollgates Before IOI – Aligning board approval and capital allocation early to enter deals with conviction and certainty.
[00:15:56] Day Two Strategy Integration – Building 7-year strategic plans with acquired teams to create solution co-ownership post-close.
[00:21:07] Soft vs. Hard Synergies – Prioritizing growth conviction and scalable models over traditional cost-cutting synergies.
[00:30:27] Winning with Emotional Alignment – Provoking sellers with vision-led conversations that secure management support—even without the highest bid.
[00:38:09] Four Questions Behind a Billion-Dollar Deal – Testing technology defensibility, customer concentration risk, growth durability, and talent retention.
[00:45:37] Capital Allocation Battles – How M&A competes with organic investments across 20 SBUs and dozens of profit centers.
[00:51:16] Customer Awareness as Risk Control – Using third-party market interviews to prevent post-close revenue surprises.
[00:58:50] The Craziest Thing in M&A – An 11th-hour closing crisis triggered by a messy divorce and disputed property title nearly derailing the deal
Birgitta Elfversson, Non-executive director at Netlight Consulting AB
Lars Elfversson, VP/Co-Founder, Netlight Consulting AB
In fragmented industries, roll-ups are one of the most powerful strategies available. But high-volume acquisition programs come with hidden risks. Without discipline, complexity can quickly overwhelm value creation.
In this episode, Birgitta Elfversson, Non-executive director at Netlight Consulting AB, and Lars Elfversson, VP/Co-Founder, Netlight Consulting AB, share hard-won lessons from building and governing multiple roll-up platforms. Drawing on their experience as operators, board members, and investors, they outline the structural guardrails required to execute consolidation strategies successfully.
The conversation goes beyond sourcing and valuation to issues that determine long-term success.
What you'll learn:
They also discuss governance discipline, board oversight, founder psychology, and the realities of market timing and exit decisions.
If you’re building or advising a roll-up platform, this episode is a practical guide to avoiding deal fever and installing the guardrails that protect strategy.
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This episode is sponsored by DealRoom
The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress. Request a Demo today
____________________
Become an M&A Scientist: www.mascience.com/membership - $995/year for full access to the Intelligence Hub
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[00:02:38] From Organic Builder to PE Rollups – Lars and Birgitta contrast building companies 100% organically vs. scaling through programmatic M&A.
[00:10:07] Validating the Rollup Thesis – How PE firms test market fundamentals, recruit operators, and pressure-test early industry hypotheses.
[00:13:02] Defining the Acquisition Framework – Setting guardrails on size, profitability, services, and integration logic before chasing deals.
[00:15:46] Avoiding Deal Fever with Massive Pipelines – Why long target lists prevent desperation, strategy drift, and “must-win” mistakes.
[00:21:07] Saving Your Silver Bullets – How board members influence management without overplaying authority or derailing alignment.
[00:23:43] Why Deals Go Off the Rails – How incentives, scarcity, and human bias quietly nudge teams away from original criteria.
[00:29:10] Picking the Right Companies to Buy – The three core filters: business model, size compatibility, and profitability profile.
[00:46:06] Integration Depth Drives Exit Value – Why partial integration destroys valuation and how buyers now scrutinize ERP, systems, and operational cohesion.
[01:01:56] Signing 27 Deals in One Day – A firsthand look at high-velocity rollups and the operational intensity behind scaling platforms.
[01:02:37] The Craziest Thing in M&A – Accounting “creativity,” forward-recognized revenue, and a deal so distorted it forced a divestiture and loss.
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Too many deals fail not because the strategy was wrong, but because execution realities surfaced too late.
Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe, is back for part 2. In this portion of the interview, he shares a practitioner’s perspective on why integration must inform strategy before a deal is signed, never after.
The conversation explores why cultural non-negotiables rarely surface through checklists, how trust shapes execution outcomes, and why early commitments must survive post-close reality. Ciprian explains why integration leaders need to ask smarter questions, and how technology (including AI) should support judgment rather than replace it.
This episode is for corp dev leaders, integration managers, and executives who want fewer surprises after close and more durable deal outcomes. If you missed part 1, make sure to catch that first, where we talk about building preliminary integration plans during diligence and why customization beats templates. Then come back for the trust and execution reality in part 2.
Things You'll Learn
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[00:04:29] Knowing When to Kill a Deal – Why smart executives walk away when sunk costs, ego, and reputation start driving bad decisions.
[00:05:12] Integration Non-Negotiables – The critical role of a “red team” and trusted challengers in stress-testing deal assumptions early.
[00:05:50] Custom Diligence, Not Checkbox M&A – How tailoring diligence to the deal thesis prevents wasted effort and missed risks.
[00:06:25] The Thousand-Checklist Trap – Why dumping massive integration plans on teams backfires—and how to narrow focus without losing rigor.
[00:07:28] Diligence Should Shape Integration – Aligning integration plans directly to value drivers uncovered during diligence.
[00:10:17] Pre-Signing Integration Plans – Why having a preliminary integration roadmap before signing is essential to execution and accountability.
[00:11:55] Trust Is the Real Integration Currency – How trust matters more after close than before—and how it’s easily damaged.
[00:15:18] Earn-Outs That Blow Up Trust – How overlapping acquisitions can quietly sabotage earn-outs and poison seller relationships.
[00:19:29] When Culture and Ops Both Fail – The red-line rule: why deals with both operational and cultural issues should not get done.
[00:23:03] AI, IP, and the Future of M&A Work – Why technology is becoming commoditized and experience-driven judgment is the real differentiator.
[00:33:58] Defining IP in the Tech Era – Debating whether intellectual property lies in the technology itself or in unique, qualitative content and human insight. I have a question like what IP
[00:47:10] The Craziest Thing in M&A – A deal dies after buyers are forbidden from entering one room during diligence—raising irreversible trust red flags.
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Most M&A deals fail because integration was “something to figure out later”. By the time execution realities, cultural risks, and people impacts surface, the deal is locked, and teams must work around untested assumptions.
In this episode of the M&A Science podcast, Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe, explains that integration must be a strategic input to increase chances of success.
Things You'll Learn
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[00:03:38] From Computer Science to M&A Integration – How an engineering background shaped Ciprian's integration mindset.
[00:07:41] First Exposure to M&A by Accident – Learning integration the hard way through a CBRE–Johnson Controls acquisition.
[00:10:18] Systems Thinking in Integration – Why no single workstream (IT, culture, ops) should dominate integration.
[00:13:54] Proactive vs. Reactive Buyers – How deliberate M&A strategy outperforms impulse and competitive-response deals.
[00:16:08] What “Good Strategy” Actually Looks Like – Using geographic and capability gaps to drive successful acquisitions.
[00:21:40] Why Integration Must Be Involved Early – How late involvement leads to unexecutable deal strategies.
[00:23:47] LOI Reality Check – Managing uncertainty, pricing flexibility, and risk before committing to a deal.
[00:33:19] Three Schools of Thought on Culture – Ignoring culture, adapting to it, or using it as a value-creation lever.
[00:43:53] The Case for Time Between Sign and Close – Why integration planning works best with a deliberate gap before closing.
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M&A isn’t just about closing deals, it’s about making the deal actually work.
Carlos Cesta, M&A advisor and founder of his own boutique advisory practice, spent 30 years on the buy-side at Verizon, Dentsu, Presidio, and NP Digital. He's worked 125+ deals across telecom, advertising, and digital marketing. Now he's flipped to advisory, bringing that buy-side operator mindset to entrepreneurs preparing for exit.
In this episode of the M&A Science Podcast, Carlos Cesta, Partner at Makanta Services, breaks down how seasoned buyers really think about M&A. Not as a linear process, but as a series of decisions that constantly reshape one another.
Carlos shares why strategy is as much about what not to pursue, and he also explains why one-size-fits-all deal templates fail, how earnouts are often misused, and what experienced buyers do differently to protect value after closing.
Things You'll Learn:
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[00:03:34] Carlos Cesta Background – 30 years in corporate development across Verizon, Dentsu, Presidio, and NP Digital with 125+ deals executed.
[00:05:27] Standing Up M&A from Zero – What it really takes to build an M&A function when no corporate development muscle exists.
[00:09:32] Strategy Before Transactions – Why defining what NOT to buy is more important than chasing opportunistic deals.
[00:11:05] Programmatic M&A Through Cycles – How repeatable, strategy-led M&A creates value across economic and technology shifts.
[00:14:21] Blending Venture and M&A Thinking – Using VC-style investments to manage disruption and future-proof acquisition strategy.
[00:17:23] The Deal Spiral Framework – Why deal structure, diligence, and integration must evolve together, not linearly.
[00:21:57] Designing the End State First – Starting with culture, leadership, and go-to-market alignment before signing an LOI.
[00:30:21] Creative Earnout Engineering – Structuring earnouts to de-risk deals while aligning seller incentives.
[00:36:39] Optimizing for Outcome, Not Closing – Why long-term performance matters more than deal certainty or headline price.
[00:59:14] Craziest M&A Story – A cautionary tale about diligence failures involving a meth lab explosion.
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Christian Hassold, Senior Vice President of Corporate Development and Strategic Partnerships at Wpromote x Giant Spoon
Christian has been on both sides of M&A as a serial founder and corporate development leader. In this episode, Christian shares his hard-earned lessons about culture as the ultimate deal-breaker in M&A. He breaks down the subtle red flags that founders miss when evaluating acquisition targets, explains why he interviews employees before talking to investors, and shares the fascinating story of acquiring a competitor that was shutting down—where culture assessment made all the difference. Christian also introduces his 5-pillar lean M&A framework and explains why "commit to close" doesn't mean ignoring red flags, but rather cataloging them until you have enough evidence that culture fit is fundamentally broken.
Things You'll Learn
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[00:03:00] The Entrepreneur's Path to Corporate Development – How building and selling three companies shaped Christian's view on culture fit
[00:10:30] Three Things I Wish I Knew Before My First Deal – Why assuming nothing about culture and motivations is critical [00:13:00] The Lean M&A Framework for Culture Assessment – Five pillars that put people and culture at the center of deal evaluation
[00:16:00] Deep Dive the Business: Beyond Numbers – Why talking to customers and employees reveals culture gaps before they kill deals
[00:22:30] Commit to Close vs. Catalog Red Flags – When dishonesty, fraud, or culture misalignment should stop a deal immediately
[00:27:00] Culture as the Ultimate Deal-Breaker – The difference between management style preferences and irreconcilable cultural dysfunction
[00:31:00] Post-Merger Integration Starts Day One – Why the PMI team needs a front-row seat on culture assessment from the IOI forward
[00:54:30] The Hub Logics Story: Interviewing Employees First – How Christian uncovered the real reasons a competitor failed by talking to the team
[01:12:18] The Craziest M&A Story – AI-driven M&A is redefining tech valuations—exits are now priced at multiples of capital raised rather than traditional ARR or EBITDA.
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Donara Jaghinyan, returns for Part 2 of our conversation on what actually breaks integrations after the deal closes. This episode tackles the messy reality of post-merger execution: integration debt that piles up when long-tail items don't get done, change management as a practical framework (not corporate fluff), and the cultural friction that surfaces in cross-border deals. Donara shares firsthand experiences navigating gender-based hierarchy in Middle Eastern TSA negotiations, building trust across geographies, and managing the communication breakdowns that create employee uncertainty. If you missed Part 1, listen to that first—then come back for the operational realities that determine whether your deal actually delivers value.
Things You'll Learn
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💡 Today's Episode is Sponsored by DealRoom
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[00:02:00] What Is Integration Debt and Why Track It – Long-tail items that don't close in 90 days and how to prevent them from getting lost after handoff
[00:04:00] Change Management: Framework, Not Fluff – How change management sits on top of integration like Agile and why it's about experience, not just execution
[00:06:00] Culture Isn't a Scapegoat—It's Strategy – Three approaches to culture in M&A: old-school "figure it out," progressive tailoring, and proactive culture transformation
[00:11:00] Implementing Change Management from Scratch – Surveys, assessments, and identifying change agents who can influence adoption before mass rollout
[00:17:30] US Work Standards Don't Translate Globally – Why European lunch breaks and Middle Eastern approval hierarchies require adaptation, not enforcement
[00:19:00] Gender and Hierarchy in Cross-Border TSAs – Donara's experience navigating decision-making challenges as a woman in Middle Eastern TSA negotiations
[00:21:00] Building Trust Across Borders – Human connections that smooth working relationships and create execution momentum
[00:24:00] Where Friction Actually Shows Up – Communication gaps, leadership changes, and employee uncertainty that derail integration plans
[00:27:00] What Goes Wrong and How to Go Fast – Delays, plan shifts, leadership turnover, and why IMOs push back on unrealistic timelines
[00:30:00] The Craziest Things in M&A – From TSAs resolved by title hierarchy to founders walking away from earn-outs mid-integration.
Questions, comments, concerns?
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Tim brings 29 years of private equity experience to this conversation about what actually works in buy-and-build strategies. After launching Brenton Point in 2024 following a 20-year run at CI Capital Partners, where he completed 200+ acquisitions across 12 platforms, Tim breaks down the independent sponsor model and why integration—not just aggregation—is the real value driver. He walks through building platforms from scratch, the executive-first strategy for fragmented markets, and how standardized integration playbooks turn acquired companies into cohesive, high-performing businesses.
Things You'll Learn
Why independent sponsors can outperform traditional PE funds through concentrated investments, longer hold periods, and direct alignment with management teams earning 15% equity upside versus the typical 10%
The difference between roll-ups and consolidation and why integration excellence separates winning platforms from aggregated disasters
How to build platforms from scratch
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The Buyer-Led M&A™ Summit is back.
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📅 October 30, 2025
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Today’s episode of the M&A Science Podcast is brought to you by Grata!
Grata is the leading private market dealmaking platform. With its best-in-class AI workflows and investment-grade data, Grata helps investors, advisors, and strategic acquirers effortlessly discover, research, and connect with potential targets — all in one sleek, user-friendly interface.
Visit grata.com to learn more.
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[00:02:00] The GE Capital Training Ground – How Tim's early experience with expert networks shaped his approach to surrounding deals with industry advisors who invest alongside him
[00:04:30] Starting companies with zero revenue by hiring CEOs first, then building deal pipelines in fragmented industries like funeral services
[00:06:00] Why deal-by-deal capital raising enables longer hold periods, eliminates fund-driven decisions, and captures more value creation in the back half
[00:11:30] Finding and Aligning Operators – Sourcing executives through recruiting firms willing to co-invest, and structuring 15% management equity pools for maximum alignment
[00:22:00] Using buy-side search firms to validate thesis and create deal flow before platform acquisition, touching 2,000+ companies to close 200 deals
[00:27:00] Why acquiring is easy but integrating is hard, and how culture assessment, facility tours, and team retention determine success
[00:49:00] Hub, Spoke, and Route Strategy – Three acquisition types for platform building: regional hubs with management depth, spoke deals for synergies, and route buys for pure customer acquisition
[00:52:00] The 150-Point Integration Playbook
[00:58:30] One-Page Strategic Plans – Keeping teams aligned on priorities from monthly goals to five-year vision with a single dense but powerful reference document
[01:04:00] The Herd Mentality Warning – How quickly industries go from undiscovered to overcrowded, and why being the 30th platform in a space means you're already too late
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Xavier Gury, Founding Partner at Wind
Xavier Gury, founding partner at Wind venture capital firm, brings a unique triple perspective to M&A: serial entrepreneur, acquisition target, and now investor. In this episode, Xavier unpacks the critical lessons from his three successful exits, including one transformative deal with Publicis, where he structured a performance-based earnout that prioritized terms over upfront valuation.
The conversation reveals why 90% of the deal value came through earnout performance, how to align teams during integration, and the strategic mistakes buyers make when acquiring founder-led companies. M&A professionals will learn practical frameworks for structuring deals that actually work post-close.
Things You'll Learn
_____________
Today’s episode of the M&A Science Podcast is brought to you by Grata!
Grata is the leading private market dealmaking platform. With its best-in-class AI workflows and investment-grade data, Grata helps investors, advisors, and strategic acquirers effortlessly discover, research, and connect with potential targets — all in one sleek, user-friendly interface.
Visit grata.com to learn more.
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[00:02:00] Xavier's unconventional path from teaching AltaVista to founding startups
[00:08:30] How a 10-person company acquired a 100-person competitor during market consolidation
[00:14:00] Timing the Publicis Exit – Why selling to the "worst" digital player created the biggest value creation opportunity
[00:18:00] How market timing generated 5x vs 12x EBITDA multiples from different buyer types
[00:21:30] Breaking down the deal where upfront payment was only 10% of total value
[00:26:00] The equity strategy that made earnout management effortless
[00:31:00] The Yin Yang M&A Principle – Why balanced deals create 1+1=3 value instead of destroying it
[00:38:00] How VCs navigate the schizophrenic nature of investment lifecycle
[00:43:00] Terms vs Valuation Deep Dive
[00:47:00] The $50 Billion Mistake
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Ryan Gable, Managing Partner, BW Forsyth Partners
Ryan discusses how his team uses a hybrid private equity model backed by Barry-Wehmiller to execute people-first, long-term acquisitions. With over 55 deals and zero exits, Forsyth has developed a sourcing and integration playbook that challenges traditional PE norms, focusing instead on trust, cultural alignment, and multi-decade value creation.
Ryan breaks down how to build relationships that convert to proprietary deal flow, structure rollover equity with flexibility, and align seller incentives for lasting outcomes.
Things you will learn:
How to source proprietary deals by building trust with founders and prioritizing cultural fit
Why Forsyth avoids traditional PE norms like over-leveraging and fixed exit timelines
How they structure flexible equity rollovers and provide liquidity without needing to sell
[00:02:00] From Investment Banking to Building Forsyth with Barry-Wehmiller
[00:07:00] Why Barry-Wehmiller Created a New Investment Arm Instead of Scaling Internally
[00:10:00] The Hybrid Equity Model: Strategic Backing + PE Agility
[00:14:30] Rollover Equity and How Forsyth Structures Flexible Liquidity
[00:23:30] From Auction Fatigue to Sourcing Proprietary Deals
[00:26:00] How Forsyth Builds Trust With Sellers (And Wins Deals Off-Market)
[00:31:00] Why Founders Should Think About Selling Before They’re Ready to Retire
[00:41:00] Structuring Earnouts that Sellers Actually Want to Hit
[00:49:00] The “Less is More” Approach to Post-Close Integration
[00:56:00] The Future of M&A: Return Expectations, Capital Saturation, and Deal Discipline
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Ola Sars, Founder, CEO & Chairman of Soundtrack Your Brand
In this episode of M&A Science, Ola Sars shares the story of his 20-year journey disrupting the music industry—first by co-founding Beats Music (later acquired by Apple), and now as the visionary behind Soundtrack Your Brand. Ola dives into the bold thesis that’s guided his career, why he’s pursuing a buyer-led M&A approach to consolidate a fragmented background music market, and how he’s turning legacy customer bases into scalable SaaS revenue.
Things you will learn:
How to turn a product thesis into a long-term growth engine
How Ola evaluates roll-up targets based on CAC and subscription quality
What it takes to digitize a legacy industry with B2B SaaS
Lessons from Beats Music, Apple, and Spotify on scaling and selling
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Register Today!
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[00:01:00] Introduction & Background
[00:03:30] Early Thesis in Music Digitization
[00:04:30] Building and Selling Pacemaker and Let’s Mix
[00:06:00] Founding Beats Music & Apple Acquisition
[00:14:00] Lessons from Integration
[00:18:30] Starting Soundtrack with Spotify
[00:25:00] Licensing Challenges & Global Scale
[00:28:30] Organic vs Inorganic Growth
[00:30:00] The Soundtrack M&A Playbook
[00:33:00] Convincing Sellers to Join the Platform
[00:36:00] How Licensing Negotiations Built M&A Muscle
[00:46:00] Looking Ahead
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Rob Brown, CEO of Lincoln International
Explore how one of the world’s top M&A advisory firms scales through acquisition. Rob shares his leadership journey, reveals how Lincoln actively manages culture during growth, and explains why integration starts from Day 1. Rob and Kison also dive into cross-border M&A, the rise of buyer-led strategies, and how AI is transforming the deal process.
Why culture is the cornerstone of successful M&A growth
How Lincoln approaches acquisitions differently in Europe vs. the U.S.
How to assess cultural fit beyond leadership alignment
How AI is driving efficiency and insight across Lincoln’s global platform
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[02:30] Rob’s journey from employee #7 to CEO of a global firm
[05:00] How Lincoln defines and manages culture across global offices
[07:00] Organic vs. inorganic growth and why culture drives both
[10:30] Strategic approach to geographic expansion
[12:00] Case study: Acquiring TCG to scale European tech advisory
[16:00] Navigating cultural differences in U.S. vs. European deals
[20:00] Lincoln’s capital structure as a private partnership
[24:00] How to rigorously evaluate cultural fit in M&A
[28:30] Day 1 integration tactics and why speed matters
[31:00] The evolution of buyer-led M&A and Lincoln’s perspective
[35:00] How sellers can prepare for a successful exit
[47:30] How Lincoln uses AI (Link) to scale knowledge and efficiency
[51:30] What’s next: AI-enabled prediction of buyer behavior
[53:00] Craziest M&A story Rob’s experienced
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Paul Miller, CEO of Questex
Paul Miller joins us to share his extensive experience in M&A, having led more than 90 acquisitions throughout his career. Paul reveals how Questex uses a proactive, buyer-led approach focused on culture, strategic alignment, and integration discipline.
The conversation dives into the importance of early relationship-building with potential targets, auditing post-close success, and developing internal M&A capability—even when the team has no prior deal experience. Paul also shares candid advice on international deals, when to walk away, and how to avoid the common trap of "deal fever."
💡Things you will learn:
Why cultural fit and people issues often make or break a deal
How to proactively source and warm up acquisition targets
What to include in your M&A integration playbook and audit process
When and why to walk away from a deal—even post-LOI
Turn Your Chaos into Control:
Tired of chasing updates across spreadsheets and email threads? Discover how DealRoom helps corporate development teams bring order to M&A.
👉 Learn how you can run a repeatable, buyer-led process.
Intro and Guest Background – 00:00:00
Biggest Lessons Learned from 90+ Acquisitions – 00:03:00
Proactive Buyer Outreach and Building Relationships Early – 00:04:00
Assessing Culture and People Fit in Target Companies – 00:13:00
How to Approach Founder-Led vs. Institutional Sellers – 00:10:30
Retaining or Replacing the CEO Post-Close – 00:17:00
Customer Diligence and Walking Away Post-LOI – 00:19:30
Developing a Structured, Data-Driven Deal Process – 00:25:00
Integration Playbook and Post-Close Audits – 00:31:00
Empowering the Full Exec Team to Source Deals – 00:37:30
The Importance of Learning by Doing in M&A – 00:32:30
Hardest Deal: Cultural Surprises in a China Acquisition – 00:42:00
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Michael Belluomini, Senior Vice President, Mergers and Acquisitions, Carson Group
Kison sits down with Michael Belluomini to unpack how Carson Group scaled its M&A strategy—shifting from internal partner investments to sourcing proprietary external deals at volume. Michael shares tactical insights into managing concurrent transactions, building a sourcing engine, and executing with precision.
The differences between Buyer-Led and Seller-Led M&A—and when to use each
How Carson Group built a scalable sourcing engine across multiple deal channels
Strategies for managing 3–5 concurrent deals without burning out internal teams
Why culture fit and trust are non-negotiables in M&A success
[00:01:00] Michael’s background in M&A and move to Carson Group
[00:05:30] Building equity partnerships with independent advisors
[00:07:00] Carson’s first external acquisition and shift to full ownership deals
[00:08:30] Sourcing strategies: banker-led vs. proprietary sourcing
[00:10:30] Key differences between internal and external M&A transactions
[00:12:00] The case for buyer-led M&A: process control and long-term outcomes
[00:17:30] How Carson builds proprietary pipeline using data, outreach, and coaching
[00:20:00] Structuring outreach and qualifying prospective sellers
[00:22:30] Building trust in the process and winning deals beyond valuation
[00:31:00] Integration strategy and Carson’s one-stage close model
[00:35:00] Managing 14 deals in one year with a lean team and specialized roles
[00:37:00] Why Carson adopted DealRoom to streamline pipeline and diligence
[00:41:00] How to reduce seller fatigue and coach through diligence
[00:44:00] Culture fit as a non-negotiable deal criterion
[00:50:00] The craziest thing Michael’s seen in a deal
[00:52:00] What sellers do after exiting—and why finding your “next” matters