In this episode, Kison speaks with Joseph Feldman, a corporate development, acquisitions and growth strategies consultant. Joseph discusses acquisition strategies, diligence checklists, company inconsistencies, and post-close surprises.
In this episode, Kison interviews corporate and business development consultant Judah Karkowsky.
They discuss the best ways to approach cultural integration, handling ownership issues, the surprises you can find during preliminary due diligence, international entities’ approach on diligence, being transparent with employees during an integration, and confidential data protection.
In this episode, Kison asks Paul Weiskopf, a professional who has worked over 25 years with companies in the technology industry such as Hewlett Packard, Adobe Systems and smaller companies, about his professional experience on M&A.
Weiskopf shares his knowledge about strategy common errors that lead companies to failure and about the best ways to build integration plans for acquisition teams.
In this episode, Kison interviews mergers and acquisitions attorney Luke Fedlam, who shares his knowledge on working with and outside counsel, representing the seller, sending letters of intent, setting up a financial plan, and how to transaction showstoppers beforehand.
00.00 / 05.00 / help from the outside council
05.00 / due diligence and letters of intent, bankers
10.00 / 15.000 timeline and risks, showstoppers
15.00 / 20.00 renegotiating terms
20.00 / 25.00 renegotiation purchase price
25.00 / 30.00 financial leverage
30.00 / 35.00 integration process
35.00 / 40.00 cultural and transparency
40.00 / 47.00 outgoing owners and engagement, CEOS sabotaging transaction
In this episode, Kison interviews Armando Biondi, Co-founder and COO for AdEspresso. Biondi shares his personal experience on the AdEspresso and Hootsuite merger. They discuss selling, communication during the integration process, and negotiating.
In this episode, Kison interviews Ken Marlin, author of The Marine Corps Way to Win on Wall Street. Marlin has a very diverse background going from corporate development to CEO of a company to running an investment bank. They discuss advising buyers, business strategies, and setting clear business objectives.
In this episode, Kison interviews International Strategy and Business Optimization Specialist Abhik Jain. Together they talk through the differences between M&A, PE and investment banking, proprietary and auction deals, and Jain’s personal advice on handling negotiations and transactions both from the sell side and the buy side.
This special episode of M&A Science is an audiobook written by Nitin Kumar, a Senior Managing Director at FTI Consulting, on the strategy of wargaming. In an era of disruption and uncertainty, developing and executing successful M&A transactions require new strategic approaches. Business wargaming is one such approach, significantly increasing overall M&A effectiveness by providing valuable foresight, stress-testing strategy and maximizing the potential for successful integration.
Authored by: Nitin Kumar
Narrated by: Conor Mahood
Produced by: Kison Patel
“Are you doing things that could be perceived negatively that would create a higher bar for that next acquisition? Those things can come back and haunt you”
Scott Hile is an M&A professional with two decades of experience. He also teaches Entrepreneurial Law and Global Business Transactions in Clemson University’s MBA Program.
0:00 - 5:05 Prioritizing investment and legal concerns during due diligence
5:00 - 8:40 Focusing on value drivers
8:40 - 10:50 Presenting risks to sellers
11:55 - 15:35 Legal team battles
15:35 - 17:00 Planning for integration during due diligence
17:00 - 19:05 Accounting for integration costs
19:05 - 25:25 International transaction challenges
25:25 - 32:41 Validating for cultural fit
32:41 - 38:30 Score-carding synergies
38:40-end The importance of patience
Sean Peace has a captivating story to tell about selling and exiting an unprofitable business in a unique niche: a fintech startup dealing with entertainment in the Southeast. In 2013, he founded Royalty Exchange, an auction marketplace selling music royalty streams as memorabilia to the highest bidding fans. After two years and $100K in revenue, the company landed $2 million in venture capital financing to accelerate their growth – or so they thought.
0:20 – 2:22 Background on SongVest leading up to Royalty Exchange business idea
2:23 – 3:49 Formation of Royalty Exchange and running it for the first 2 years
3:50 – 6:41 Attracting first $2M venture capital injection and how funds were invested
6:42 – 11:10 Pivot point to switch marketing strategy when proven ineffective
12:06 – 16:50 Deciding to exit and splitting sale of company to two buyers
16:51 – 19:13 Finding buyers without hiring an advisor & paying down debts
19:14 – 25:17 Discussing deal surprises and lessons learned
25:18 – 27:01 Sean answering would he start another company and raise from VCs again
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
As former VP at Huron Capital, Mark Miller is very familiar with the start-to-finish private equity process. He’s responsible for transaction teams involved in all aspects of deal sourcing, execution, and portfolio management. Mark has a wealth of experience executing deals on the buy side – managing due diligence, negotiating legal documents, setting the ultimate capital structure, and lining up financial documentation.
0:00 – 2:18 Summary of Mark’s background
2:19 – 5:18 Worse thing that could happen during a deal
5:19 – 7:24 Steps to first start planning for an exit
7:25 – 11:14 Setting up strategic initiatives from Day 1
11:15 – 18:49 Selecting advisors for the deal
18:50 – 25:24 Sanity checking valuations
25:25 – 28:02 Where advisors differentiate themselves / customizing their process & outreach
28:03 – 32:45 The important of valuations and certainty to close
32:46 – 35:33 Buyer engagement and deal rooms
35:34 – 37:07 Post-closing transactual obligations
37:08 – 39:43 Biggest challenges of process
39:44 – 42:25 Unburdening management team
42:26 - 46:50 Most important lessons learned
46:51 - 51:43 Tackling deal hiccups, touch decisions, and sell vs. hold scenarios
51:44 – 52:56 Considerations for future process improvements
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
As a professional with 29 years’ experience in M&A corporate development, financial operations, and management, Paul Tennola, CFO of Paynet, is an expert when it comes to M&A. In addition to his experience with Paynet, Paul has worked with TransUnion, Wolters Kluwer, and SunGard. He has looked at over 1000 companies, successfully leading and closing more than 50 transactions. He believes M&A is a great way to augment growth.
0:00-1:10 Paul’s experience with Paynet, TransUnion, Wolters Kluwer, and SunGard
1:10-7:00 Bolt-on transactions versus platform transactions
7:00-10:30 Synergies: Financial/revenue and operational
10:30-14:05 Cultural fit and workarounds
14:05-18:00 Negotiation and strategies
18:00-21:40 Top factors during diligence
21:40-28:10 Deals that fall apart and surprises during diligence
28:10-33:14 Post-closing surprises and PMI
33:14-37:33 International transactions
37:33-40:05 Biggest lessons learned
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
In 2005, Vamsi started his own company focused on data compliance for the pharmaceutical industry. His company provided technology to support clinical trials to the FDA. “I like to build companies, but I also like change. [After five years], I thought about selling the company and rolling it up into a publicly listed company.” He sold it in 2010 and moved to India to pursue new opportunities. While the sale was smooth, there were numerous post-sale challenges. “They basically ran down the company within 18 months.”
0:00 – 4:03 Vamsi’s background at Deloitte, Pfizer, Merrill Lynch
4:04 – 6:27 Acquiring Clinovo (how found and why chose over others)
6:28 – 9:24 Due diligence process as a buyer
9:25 – 11:24 Issues that came up during diligence process
11:25 – 13:39 Working with the investment banker
13:40 – 14:19 Interaction with seller prior to closing
14:20 – 19:19 Challenges with integration
19:20 – 21:55 Lessons learned and post-closing challenges
21:56 – 23:05 Lessons from the sell side
23:06 – 23:38 What’s on the horizon
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
Greg DellaFranco is currently a Senior Manager of Corporate Development at Deloitte Consulting. Prior to joining Deloitte, he served as Director of Corporate Development at KPMG. When combined with 16 years in corporate development, corporate strategy, new venture creation, and alliance roles at Accenture, Greg has valuable M&A insight to share.
0:48 – 1:43 Greg’s background in corporate development
1:44 – 4:08 Differences in perspective between corp dev and private equity
3:21 – 6:13 Value proposition of selling to a strategic buyer
5:26 – 7:17 Transacting with businesses looking to exit
6:30 – 8:58 Key preparation for due diligence process
8:11 – 11:01 Top issues that frequently arise
10:14 – 16:42 Effectively managing the process
15:55 – 19:23 Deal breakers that pop up during due diligence
18:36 – 24:13 Greg’s strategies for the integration process
23:26 – 28:04 Most challenging aspects of integration
27:17 – 34:15 Challenges and integrations gone wrong
33:28 – 37:37 Biggest lessons learned and the future of M&A
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
Jeremie originally started his career at Goldman Sachs and spent time in investment banking focused on equities, equity sales, and trading. He has experience on both sides of M&A, as an acquirer and “acquiree,” and says the deals he has seen in the past 10 years – some successful, others not – have changed his perspective on M&A.
0:00 – 2:12 Jeremie’s background in SaaS and investment banking
2:13 – 5:52 The value of focusing on giving in M&A transactions
5:53 – 11:40 Importance of pre-diligence diligence
11:41 - 14:12 Example of a deal not closed
14:13 – 15:50 Allocating resources and labor pool decisions
15:51 – 19:14 Advantages of quick integration
19:15 – 25:29 Painful lessons
25:30 – 30:57 How to use advisors
30:58 – 36: 11 How to pick a banker
36:12 – 41:33 Differences and clashes in culture
41:34 – 46:27 Setting up a deal framework
46:28 – 51:05 Facilitating good communication
51:06 – 52:22 Importance of prioritization
52:23 – 54:54 Lessons learned
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
In this interview, we touch on a range of topics from how Scott handles hurdles to post-closing surprises, deal disasters to integration management, and ultimately, the keys to running a successful process.
00:00 - 00:40 Intro
00:40 - 04:25 Scott’s corporate development background
04:25 - 06:36 Small vs large transactions
06:36 - 12:25 Diligence lessons learned
12:25 - 17:55 Walking away from deals
17:55 - 19:53 Post closing surprises
19:53 - 25:08 Bad deals
25:08 - 32:08 Post merger integration
32:08 - 36:26 Key lessons learned
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)
Andrew Jordan is a Principal at Riveron Consulting where he provides transaction advisory services. He’s had his hand in mergers and acquisitions for the last 8 years and has incredible insight regarding quality of earnings (Q of E) and M&A deals.
Show Notes:
0:00 – 0:47 Summary of Andrew’s background
0:48 – 5:44 Advantages to sellers doing Quality of Earnings (Q of E) analysis
5:45 – 6:51 When to get buyers involved in process
6:52 – 9:51 Biggest challenge from financial accounting due diligence process
9:52 – 10:39 Particular strategies to overcome data challenges
10:40 – 19:19 Interesting and extreme expense item discoveries
19:20 – 25:38 Evaluating Q of E adjustments
25:39 – 26:30 How see diligence process evolving
26:31 – 27:27 Assuring proper controls, both in and outside of Q of E analysis
27:28 – 32:03 Key lessons learned
M&A Science by Kison Patel (kison@dealroom.net)
DealRoom: Data Science and AI for M&A (www.dealroom.net)