M&A Science

Latest Episodes:

How to Bridge Valuation Gaps in M&A Feb 14, 2024

Show notes

John Blair, Partner M&A Attorney at K&L Gates

In M&A, it's very common for buyers and sellers to disagree on the value of the business. If both parties cannot agree on the price, the deal could fall apart. However there are certain strategies and tools that both parties can use to compromise and be happy during closing.

In this episode of the M&A Science Podcast, John Blair, Partner M&A Attorney at K&L Gates, shares best practices on how to bridge valuation gaps in M&A.

Things you will learn in this episode:

•Bridging gaps in M&A Valuation

•Earnouts

•Seller Financing

•Equity structure

•Market's impact on Bridging M&A Valuation Gaps

Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at https://dealroom.net

Episode Bookmarks

00:00 Intro

04:13 When to get involved in the M&A Process

07:50 Negotiations during LOI

09:42 Bridging gaps in M&A Valuation

11:09 Using Holdbacks to Bridge M&A Valuation Gaps

13:20 Seller Financing

15:00 Earnouts

16:43 Earnouts on Intellectual Property

18:45 Key Variables in an Earnout

23:14 Earnout payment structure

25:53 Making Earnouts Successful

29:08 Structures of Seller Financing

36:24 Traditional terms of seller financing

38:20 Equity structure

41:04 Stock options

43:52 Minimizing the cash upfront during a sale

46:34 Contents of Letter of Intent

49:14 Advice for first timers

50:01 Craziest Thing in M&A

Transforming Existing Staff into M&A Experts Feb 12, 2024

Show notes

In the dynamic world of mergers and acquisitions (M&A), creating an effective team is crucial for success. This process can be complex and demanding, but also immensely rewarding. After all, having an internal team means having the capability of acquiring companies in the future, rather than treating M&A as a one-time event.

In this episode, Birgitta Elfversson, Non-Executive Director at Netlight, shares her experience in transforming existing staff into M&A experts.

Things you will learn from this episode:

• Shaping the M&A strategy

• Building an M&A team

• Scaling the M&A Team

• Recruiting competent people

• Managing burnout

Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at https://dealroom.net

Episode Bookmarks

00:00 Intro

10:54 Shaping the M&A strategy

12:46 Key elements of the strategy

14:58 Strategy approval

16:10 Challenges on the first acquisition

18:30 Building an M&A team

22:05 Scaling the M&A Team

25:10 Recruiting competent people

26:44 M&A Aptitude test

32:48 Working with consulting firms during M&A

37:17 Setting the external team up for success

39:08 M&A Team structure

39:48 Managing burnout

43:18 Programmatic M&A

49:09 Start up doing M&A

51:47 Integration execution

53:19 Smart collaboration in the future

55:51 Setting integration up for success

58:20 Craziest thing in M&A

Negotiating Cross Border M&A Feb 07, 2024

Show notes

Jake Lin, Head of Corporate Development at Xendit

Navigating cross border M&A is one of the most challenging tasks for deal makers. There are a lot of intricacies involved that are unique to each country, and must be handled delicately.

In this episode of the M&A Science Podcast, Jake Lin, Head of Corporate Development at Xendit, shares his best practices when executing cross border M&A, particularly in South East Asia.

Things you will learn:

Biggest challenge in Cross Border M&A
Language barrier during Cross border M&A
Managing Cultural Differences during negotiations
Cross border M&A best practices
Integration approach to cross border M&A

This episode is sponsored by the DealRoom.

Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at https://dealroom.net.

Episode Bookmarks

00:00 Intro

05:44 Biggest challenge in Cross Border M&A

08:18 Cross Border M&A without Bankers

09:04 Working with Local Bankers

09:55 Language barrier during Cross border M&A

12:05 Managing Cultural Differences during negotiations

16:01 Managing the Speed of Cross border M&A

17:20 Cultural Differences almost killing the deal

18:48 Countries easiest to work with

21:06 Cross border M&A best practices

22:32 Strategic tips when dealing with Cross border M&A

23:49 Integration approach to cross border M&A

25:37 Negotiating Payment terms

28:59 Computation for stock payments

30:06 Advice for first-timers

30:29 Craziest thing in M&A

Achieving Business Growth Through Strategic M&A Feb 05, 2024

Show notes

Yoav Zeif, CEO at Stratasys

In today's competitive global market, organizations need to leverage every tool in their arsenal to stay ahead of the curve. One of the best ways to do this is strategic M&A. With the right approach, M&A can drive significant growth, unlock fresh opportunities, and expedite the achievement of strategic business goals. In this article, Yoav Zeif, CEO at Stratasys, shares his experience on achieving business growth through strategic M&A.

Things you will learn in this episode:

•The Start of their M&A Journey

•Strategic M&A framework

•Evolution of Strategy

•Working with the corporate development team

•How to ensure positive business outcomes during integration

This episode is sponsored by FirmRoom, the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to https://firmroom.com/

Episode Bookmarks

00:00 Intro

07:04 Start of M&A Journey

11:56 M&A strategy framework

18:58 Real-life acquisition scenario

20:20 Evolution of Strategy

23:59 Working with the corporate development team

26:29 Corporate development teams pitching deals

30:22 How to ensure positive business outcomes during integration

31:57 Big lessons learned

39:18 Retaining key people

40:26 Other lessons

42:42 Craziest Thing in M&A

This episode is sponsored by FirmRoom, the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to https://firmroom.com/

The Challenges of Sell-Side M&A Jan 31, 2024

Show notes

Russ Heddleston, Co-founder & former CEO, DocSend

Every owner loves their business. This makes selling their company even harder than it already is. But aside from the emotional turmoil that founders go through every exit, there are also a lot of intricacies included in the process.

In this episode of the M&A Science Podcast, Russ Heddleston, Co-founder & former CEO of DocSend, discusses the challenges of sell-side M&A.

Things you will also learn in this episode:

Considerations in Potentially Selling a Startup
Challenges of sell-side M&A
Key Factors for a Successful Exit
How to manage diligence in sell-side M&A

Episode Bookmarks

00:00 Intro

04:10 Starting DocSend

06:08 Identifying the Inflection Point to sell

09:01 Selling a Startup

10:46 Considerations in Potentially Selling a Startup

14:28 Best Time for an Exit

16:00 Balancing Stakeholder Interests in an Acquisition

17:50 Relationship Management in an Acquisition

19:46 How Relationships Influence Negotiations

20:41 Relationships with Bankers

23:14 Reaching out to DropBox

26:16 Key Factors for a Successful Exit

28:04 Impact of Market Conditions on M&A

28:45 The Unknowns of Selling a Business

30:53 Post-Acquisition Challenges and Unknowns

32:34 Enhancing Preparation for Post-Close Integration

34:05 Tips for Buyers for Smoother Integration

35:18 Challenges of Sell-side M&A

37:15 Efficiently Managing Diligence

38:46 People involved from pre-LOI to Close

41:36 Post-Acquisition Team Dynamics

43:01 Evaluating Alternatives to Selling

48:28 Fundraising Strategies to Minimize Dilution

49:44 Advice for Acquirers Seeking Successful Acquisitions

51:29 Effective Strategies for Corporate Leaders to Engage with Founders

53:14 Craziest thing in M&A

This episode is sponsored by FirmRoom, the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to https://firmroom.com/

Pros and Cons for a Growth Company to Take PE Capital Jan 29, 2024

Show notes

Jason Mironov, Managing Director at TA Associates

Partnering with PE firms is a great way to exponentially grow a business and reach new heights. However, there are considerations that must be taken into account, before taking PE capital. Fully understanding them will increase chances of success, in the attempt to unlock the full potential of the business.

In this episode of the M&A Science podcast, Jason Mironov, Managing Director at TA Associates, discusses the pros and cons of taking PE capital.

Episode Bookmarks

00:00 Intro

05:29 The Lack of Operating Experience

07:03 Pros of taking money from a private equity firm

11:01 Other factors to take money from PE firms

12:49 Cons of taking money from private equity

17:16 Focusing on IRR

22:10 Culture of focusing on numbers

26:54 Working with Unhappy CEO

30:06 Board control

35:33 Expectation for the Board Structure

38:30 Dilution for founders

42:53 How to build and preserve wealth

47:20 Approach on partnership

51:03 Handling Inbound Contacts

56:51 Creating value before partnership starts

01:03:15 Working with the founder

01:05:38 Pushing M&A to portcos

01:08:51 Founder Exit

01:16:01 Timeline of investment

01:20:26 Craziest thing in M&A

This episode is sponsored by DealRoom. Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at www.dealroom.net.

Selling a Small Business Unit Jan 24, 2024

Show notes

Michael Frankel, Founder and Managing Partner of Trajectory Capital

When times are good, big companies tend to ignore their smaller business units, as they operate smoothly on their own. It is only when the economy gets tough that these little businesses get more attention, and often seen as off-strategy or a distraction. That's when the company's leaders decide it's time to sell them, which is not ideal, as the business is no longer in their prime, making it harder to sell.

In this episode of M&A Science podcast, Michael Frankel, Founder and Managing Partner of Trajectory Capital, joins us to share his best practices of selling a small business unit.

Episode Bookmarks

00:00 Intro

03:35 The decision to sell a business

05:01 Reasons to sell the business

06:43 Steps in selling a small business unit

09:59 Finding buyers

11:53 Avoid using bankers

13:30 Pitching the deal

14:50 Avoiding non-serious buyers

16:42 Important factors other than price

23:01 Real life example

27:54 Valuation gap

30:29 Evaluating the business

34:45 Hardest part of selling a small business unit

37:03 Advice for first time buyers

41:48 Proactively approaching a seller

47:25 Earnouts on small deals

48:44 Craziest Thing in M&A

This episode is sponsored by FirmRoom, the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to https://firmroom.com/

How to Create a Positive Exit Experience in M&A Jan 22, 2024

Show notes

Swapnil Shinde, CEO at Zeni

Selling your business is never easy. Aside from the emotional stress that it provides, it can also be detrimental to the business if it's sold to the wrong company. Oftentimes, during the process, it can also serve as a massive distraction to the operations, harming the business in the process.

In this episode of the M&A Science Podcast, we will discuss how to create a positive exit experience in M&A with Swapnil Shinde, CEO at Zeni.

Things you will learn:

• Reasons for the first exit

• Reacting vs Proactive Exits

• Hardest part of selling a business

• Role of sellers in Integration Planning

• Do's and Don'ts of Buying a company

Episode Timestamps

00:00 Intro

06:31 Reasons for the first exit

09:19 Venture Exit

12:19 Build to sell

14:03 Reacting vs Proactive Exits

16:28 Using Bankers during Exits

19:09 Hardest part of selling a business

21:30 Managing Diligence

24:28 Lessons Learned on Diligence

28:03 Keeping and building relationships

29:29 Role of sellers in Integration Planning

32:29 Reasons why Integration fails

34:49 Worst exit experience

36:31 Making integration successful

38:25 Do's and Don'ts of Buying a company

39:41 Identifying Cultural Fit

This episode is sponsored by our products DealRoom and FirmRoom. Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at https://www.dealroom.net. FirmRoom provides 80% cost savings over VDRs that bill by page and delivers a far better user experience to boot. Sign up in under 2 minutes by going to https://www.firmroom.com

Realizing Revenue Synergies in M&A Jan 15, 2024

Show notes

Chris Von Bogdandy, Global Lead M&A Solutions at Slalom

Revenue synergies are why you're doing the deal in the first place. But unlike cost synergies that happen instantly, revenue synergies are more difficult to achieve and often go unrealized. One of the biggest problems in M&A is that when a company pursues a deal, different departments have varying perspectives on what's essential. So how do you maintain the deal thesis as a central focus?

In this episode of the M&A Science Podcast, Chris Von Bogdandy, Global Lead M&A Solutions at Slalom, discusses his framework for realizing revenue synergies in M&A.

Things you will learn:

•Importance of Revenue Synergies

•Correlation between M&A strategy and Revenue Synergies

•Understanding Customer Journey

•Planning for Revenue Synergies Pre-LOI

•Agile M&A

Episode Timestamps

00:00 Intro

06:17 Importance of Revenue Synergies

09:58 Correlation between M&A strategy and Revenue Synergies

16:42 Timeline of Revenue Synergies

18:49 Realistic Revenue Synergies

21:14 Understanding Customer Journey

24:44 Planning for Revenue Synergies Pre-LOI

27:38 Capturing Revenue Synergies Post-LOI

31:04 Executing the Plan

34:21 Cross-Functional Work Streams

36:29 New product introduction process

40:15 Agile M&A

43:31 Disbanding team and workstreams

46:57 Top three principles to success

48:48 Advice for next generation of young leaders in M&A

This episode is sponsored by the M&A Science Academy, DealRoom, and FirmRoom. To join our growing online community of M&A practitioners, visit https://www.mascience.com/academy.

Ready to take your M&A to the next level with software made to manage each stage of the deal process? See how DealRoom can facilitate your next deal at https://www.dealroom.net . FirmRoom provides 80% cost savings over VDRs that bill by page and delivers a far better user experience to boot. Sign up in under 2 minutes by going to https://www.firmroom.com

Focusing on ESG in M&A Jan 08, 2024

Show notes

Casey Nault, Senior Vice President, General Counsel and Chief ESG Officer at Coeur Mining, Inc. (NYSE: CDE)

ESG in M&A is very real. And while it is a fairly new term, it represents a range of critical issues and priorities that companies have long considered. In many ways, ESG has always been important and is essential for risk management and maintaining company value, even for for-profit organizations.

In this episode of the M&A Science Podcast, we will discuss how to focus on ESG in M&A, featuring Casey Nault, SVP, General Counsel, and Chief ESG Officer at Coeur Mining, Inc.

Things you will learn:

•Importance of ESG in M&A

•Balancing ESG and profit

•ESG diligence

•Red flags during ESG diligence

•ESG on cross-border deals

____________________________________________________________________________

This episode is sponsored by FirmRoom, the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to www.firmroom.com

Episode Bookmarks

00:00 Intro

07:31 M&A in the Mining Industry

09:26 Valuation and Deal Structures in the Mining Industry

13:51 Foreign Corrupt Practices Act

15:57 Importance of ESG

20:13 Disaggregating ESG

21:49 Sustainability in today's market

24:04 Balancing ESG and profit

26:52 ESG considerations during M&A

30:58 Evolution of ESG approach

32:41 ESG diligence