M&A Science

Kevin Lynch, CEO and Board Member at Optiv Beyond the boardroom battles and billion-dollar deals, mergers and acquisitions present a unique set of challenges and opportunities for CEOs. From strategic planning to post-merger integration, it takes essential skills and qualities for CEOs to excel in this high-stakes arena. In this episode of the M&A Science podcast, Kevin Lynch, CEO and Board Member at Optiv, shares his invaluable insights on the role of a CEO and what it takes to lead a company through successful M&A endeavors. Things you will learn from this episode: • Balancing market share and capability in M&A decisions • Crafting a strategic integration thesis • When to communicate your vision for the acquisition • The isolation of the CEO role • Driving speed and growth with battle rhythm and clear expectations ******************* Experience the M&A event of the year and gain actionable insights to scale your M&A practice. Register now for the Fall M&A Science Fair here. 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 https://dealroom.net ******************* Episode Timestamps 00:00 Intro 06:26 Defining the CEO's role in M&A 09:49 Shaping the M&A strategy 14:26 Balancing market share and capability in M&A decisions 16:13 Navigating imperfect M&A fits 19:42 Crafting a strategic integration thesis 22:18 When to communicate your vision for the acquisition 28:01 The fundamentals of capital allocation 33:59 Managing complexities in leadership 36:47 Communicating the capital allocation approach 40:41 The isolation of the CEO role 43:10 Fostering cultural fit and addressing cultural concerns 48:04 Evaluating culture during executive conversations 51:39 Convincing companies to sell 1:00:08 Driving speed and growth with battle rhythm and clear expectations 1:03:43 Challenges and best practices in M&A 1:11:28 Craziest Thing in M&A

Sanjay Poonen, CEO & President of Cohesity M&A isn't just about signing a deal and popping the champagne. Every CEO knows the entire process is a minefield of cultural clashes, integration headaches, and occasional unexpected challenges that could blow up your strategy. But while M&A can be a high-stakes game, it's also one that can be mastered with the right playbook. In this episode of the M&A Science Podcast, we're diving into key strategies CEOs should consider to ensure M&A success, featuring Sanjay Poonen, CEO & President of Cohesity. Things you will learn in this episode: • The CEO's approach to M&A integration • Key considerations in sourcing deals • Best practices for managing large-scale acquisitions • The impact of market timing on acquisition strategy ******************* Experience the M&A event of the year and gain actionable insights to scale your M&A practice. Register now for the Fall M&A Science Fair here. 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 https://dealroom.net ******************* Episode Timestamps 00:00 Intro 04:06 Exploring high-impact M&A deals 05:33 Shaping the M&A strategy 07:16 Expanding and innovating through acquisitions 11:18 The CEO's approach to M&A integration 20:08 Key considerations in sourcing deals 25:25 Cultivating cultural alignment 29:42 Convincing companies to do an M&A deal 36:51 Maintaining key relationships 38:36 Best practices for managing large-scale acquisitions 40:38 Strategic considerations for a global expansion 41:37 The right timing for announcing deals 43:35 The impact of market timing on acquisition strategy 44:53 Advice for CEOs on preparing for a successful IPO post-acquisition 46:47 Craziest thing in M&A

Jerome Combes-Knoke, Senior Vice President of Strategy and Corporate Development at Dotmatics (Insight Partners) Strategic focus is a prerequisite to strong corporate performance. Yet, without proactive efforts to maintain focus, companies can "drift" and become weighed down by misaligned business units. In this episode of the M&A Science Podcast, Jerome Combes-Knoke, Senior Vice President of Strategy and Corporate Development at Dotmatics (a portfolio company of Insight Partners), shares his broad M&A experience and presents his approach to portfolio strategy and rebalancing through divestitures. Things you will learn in this episode: • Strategic focus on acquisitions, using Dotmatics' approach. • Portfolio rebalancing and its challenges • Evaluating divestiture candidates • Building internal alignment for divestitures • Best practices for managing key risks ******************* Experience the M&A event of the year and gain actionable insights to scale your M&A practice. Register now for the Fall M&A Science Fair here. 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 https://dealroom.net ******************* Episode Timestamps 00:00 Intro 05:17 Approaching deals in a software-oriented environment 10:11 Preserving brand integrity in M&A go-to-market strategies 12:43 Approaching valuation 15:16 Strategic pitch for acquisitions 20:41 Portfolio rebalancing and its challenges 25:25 When and how to rebalance a company's portfolio 27:29 Getting buy-in and alignment from the board and key stakeholders 33:24 Key factors in considering divestitures 36:26 Executing a divestiture for portfolio rebalancing 39:09 Best practices in executing divestitures 43:12 Divestiture success metrics 46:29 Example of portfolio rebalancing and its challenges 53:20 Craziest thing in M&A

Court Carruthers, President and CEO at TricorBraun Cultural integration is the often overlooked key to long-term M&A success. It's about creating a shared identity, values, and purpose that unites employees from different backgrounds. When done right, it can transform a merger from a transactional event into a strategic partnership. In this episode of the M&A Science Podcast, Court Carruthers, President and CEO at TricorBraun, shares his insights on how to successfully integrate two cultures and build a stronger, unified organization. Things you will learn in the episode: • The importance of cultural integration in M&A • The role of culture in M&A and business strategy • Approaching cultural diligence • Identifying culture fit in an auction • Best practices for M&A integration ******************* 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 https://dealroom.net ******************* Episode Timestamps 00:00 Intro 03:53 The importance of cultural integration in M&A 05:18 Academic research on cultural integration in M&A 07:32 The role of culture in M&A and business strategy 09:04 A unique M&A strategy focused on family businesses 10:23 Integration strategies for acquired businesses 14:04 Building relationships and structuring deals for long-term success 16:36 Approaching cultural diligence 18:16 Identifying culture fit in an auction 21:46 Assessing cultural fit in M&A 24:20 Walking away from a deal due to cultural differences 26:34 Red flags in cultural fit between LOI and closing 33:05 Building an organization for successful acquisitions 35:19 The importance of seamless handoffs 38:13 Keeping stakeholders comfortable during transitions 40:57 The biggest challenge in dealing with culture 43:02 Best practices for M&A integration 46:25 Working with private equity partners for long-term growth 48:54 Good vs. bad partnerships with PE Firms 50:34 Advice for corporate development practitioners 54:48 Why culture in M&A is important 55:32 Craziest thing in M&A

Thomas Le, Vice President, Corporate Development at Ziff Davis, Inc. (NASDAQ: ZD) The M&A landscape is constantly evolving, making it difficult to predict future trends and identify new opportunities. How can companies maintain a competitive advantage? In this episode of the M&A Science Podcast, Thomas Le, Vice President of Corporate Development at Ziff Davis, Inc., shares his VC-backed strategies for unlocking new M&A strategies. Things you will learn in this episode: • Strategic networking for building a pipeline • The Reverse Coverage method for building a pipeline • How to craft effective cold outreach emails • Integrating the Mosaic theory into M&A strategy ******************* This episode of the M&A Science Podcast is brought to you by Insight. In today's rapidly evolving business world, staying ahead means embracing change and leveraging technology to not just meet but exceed your strategic goals. That's where Insight comes in. Insight is a comprehensive solutions integrator that helps organizations transform technology, operations, and service delivery to future-proof the business and innovate. With a client-focused approach to delivery, they combine the power of people and technology to turn the biggest challenges into opportunities. Learn more at insight.com/leave-legacy. ******************* This episode is also 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 https://dealroom.net ******************* Episode Timestamps 00:00 Intro 05:40 Venture capital experience in M&A 13:18 Strategic networking for building a pipeline 18:31 Making an effective initial outreach 19:21 How to craft effective cold outreach emails 23:24 Assessing product market fit 29:01 Strategic thinking and culture fit 32:41 Unlocking new M&A strategies 36:02 Leveraging bankers in M&A deals 38:07 Applying the Mosaic theory to M&A due diligence 47:31 Embedding M&A into corporate culture 48:50 Transitioning from public equities and venture capital to M&A 1:07:04 Craziest thing in M&A

Karen Williams, Vice President of Corporate Development at Progress Achieving exponential growth through M&A requires more than signing agreements. It's about balancing cultures, systems, and people. In this episode of the M&A Science Podcast, Karen Williams, Vice President of Corporate Development at Progress, provides a roadmap for a balanced M&A integration. Things you will also learn from this episode: • Side effects of a forceful integration • Information crucial to Integration planning • Measuring integration success • Biggest challenges when executing an integration • What is vendor rationalization? ****************** This episode of the M&A Science Podcast is brought to you by Insight. In today's rapidly evolving business world, staying ahead means embracing change and leveraging technology to not just meet but exceed your strategic goals. That's where Insight comes in. Insight is a comprehensive solutions integrator that helps organizations transform technology, operations, and service delivery to future-proof the business and innovate. With a client-focused approach to delivery, they combine the power of people and technology to turn the biggest challenges into opportunities. Learn more at insight.com/leave-legacy. ******************* This episode is also 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 08:07 Importance of balanced integration 09:41 Side effects of a forceful integration 13:16 When to involve the integration lead 17:12 Information crucial to Integration planning 20:06 Integration lead's role during diligence 21:35 Balancing integration execution 26:27 Working with the seller 29:22 Realization versus timeline 32:42 What makes integration successful 35:42 Tips for effective communication 41:49 Creating and refining M&A Playbooks 43:18 Ensuring a positive employee experience 52:32 Measuring integration success 55:26 Biggest challenges when executing an integration 58:09 What is vendor rationalization 1:01:21 Craziest thing in M&A

Successful M&A is more than just closing deals. To drive growth and achieve strategic goals, companies must have a deep understanding of the process and a clear strategy. Strategic acquisitions are key to unlocking growth, innovation, and market expansion. In this episode of the M&A Science Podcast, Fred Heller, VP of Nuance, Corporate Development and Integration at Microsoft, shares his experience on how to transform a company through strategic acquisitions. Things you will also learn from this episode: • Doing transformative deals as a public company • Saving money on deals • The hardest thing to negotiate in a strategic deal • Transformative AI acquisitions ****************** This episode of the M&A Science Podcast is brought to you by Insight. In today's rapidly evolving business world, staying ahead means embracing change and leveraging technology to not just meet but exceed your strategic goals. That's where Insight comes in. Insight is a comprehensive solutions integrator that helps organizations transform technology, operations, and service delivery to future-proof the business and innovate. With a client-focused approach to delivery, they combine the power of people and technology to turn the biggest challenges into opportunities. Learn more at insight.com/leave-legacy. ******************* This episode is also 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 06:55 Business transformation through acquisition 11:51 Strategy behind the transformation 14:49 Doing transformative deals as a public company 17:53 Changes in market position 23:04 Divestitures 25:46 M&A experience 29:49 Knowledge vs Intuition 31:29 Importance of relationships in M&A 34:25 Saving money on deals 37:20 The hardest thing to negotiate in a strategic deal 44:02 Bad M&A story 48:04 Microsoft deal 52:59 Transformative AI acquisitions 57:04 Challenges during transformation period 58:13 Craziest Thing in M&A

Tom Hearn, VP, Architecture at Insight In the world of M&A, understanding and managing technical debt is crucial for seamless technology integration. In this episode of the M&A Science Podcast, we'll explore the concept of technical debt, its impact on IT infrastructure, and strategies for better integration with Tom Hearn, VP, Architecture at Insight. Things you will learn in this episode: • Technology Integration • AI and machine learning • ERP migration • Synergy assumptions • Working with Insight ****************** This episode of the M&A Science Podcast is brought to you by Insight. In today's rapidly evolving business world, staying ahead means embracing change and leveraging technology to not just meet but exceed your strategic goals. That's where Insight comes in. Insight is a comprehensive solutions integrator that helps organizations transform technology, operations, and service delivery to future-proof the business and innovate. With a client-focused approach to delivery, they combine the power of people and technology to turn the biggest challenges into opportunities. Learn more at insight.com/leave-legacy. ******************* This episode is also 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 04:06 Approaching technical and security integration 10:54 Technology Integration 17:17 AI and machine learning 21:00 ERP migration 25:19 Synergy assumptions 35:25 Working with Insight 37:00 Due diligence 40:05 Managing costs 46:29 Return on investment 49:18 Craziest Thing in M&A

Pablo von Siebenthal, Global Head of M&A at Swissport The global landscape offers exciting growth opportunities that make business expansion a strategic move. M&A can be a powerful tool for this, but global deals often come with cultural complexities and regulatory intricacies that require a strategic approach. In this episode of the M&A Science Podcast, Pablo von Siebenthal, Global Head of M&A at Swissport, talks about how to handle global M&A. Things you will also learn from this episode: • Challenges of executing global deals • Managing cultural differences in global M&A • Overcoming cultural misunderstandings • Playbook - Building cross-cultural relationships • How to manage coordination between work streams Join the M&A Science 2 Million Downloads Virtual Meet & Greet here: https://hubs.ly/Q02Gnk1d0 Connect with Kison through email at [email protected] ****************** 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 05:32 From M&A Advisory to Corporate Development 07:04 Executing M&A in the public environment vs private 08:47 Challenges of executing global M&A deals 13:39 Managing cultural differences in global M&A deals 17:58 Negotiation challenges in the Middle East 20:17 Cultural nuances in Asian M&A deals 26:53 Cultural differences in European M&A 29:58 Handling internal cultural differences 32:13 Negotiating cross-border M&A deals 33:17 Overcoming cultural misunderstandings 37:11 Building global relationships for pipeline 45:59 Other tips for building cross-cultural relationships 48:38 How to manage coordination between global work streams 52:52 Keeping M&A teams aligned on priorities 57:37 Crafting irresistible offers in M&A deals 59:16 Craziest thing in M&A

Wolfgang Schenk, VP of M&A at Belden Opportunistic M&A can lead to bad acquisitions that don't align with the company's overall strategic goals. This creates a disjointed portfolio and integration challenges that could cause massive value leaks. In this episode of the M&A Science Podcast, Wolfgang Schenk, VP of M&A at Belden, discusses the art of executing programmatic M&A to increase chances of M&A success. Things you will learn in this episode: • Benefits of programmatic M&A • Required team for programmatic M&A • Collaborating with the M&A team • Transitioning to programmatic M&A • Achieving team alignment 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 05:57 Programmatic M&A 10:32 Benefits of programmatic M&A 12:39 Formulating the strategy 15:32 Challenging the strategy 16:24 Required team for programmatic M&A 18:37 Collaborating with the M&A team 24:02 Transitioning to programmatic M&A 26:08 Achieving team alignment 28:23 Success metrics in programmatic M&A 31:32 Pitching deals to executive 32:23 The hardest part of doing programmatic M&A 33:18 AI in M&A 40:45 Craziest thing in M&A

Tobias Gwisdalla, Head of Group M&A at GEA Group (G1A:FRA) Transformative M&A is becoming increasingly critical in today's business landscape, especially for industries facing significant regulatory and market pressures. In this episode of the M&A Science Podcast, we will discuss how to execute transformative M&A to change business models, featuring Tobias Gwisdalla, Head of Group M&A at GEA Group. Things you will learn in this episode: • Transformative M&A • Employee unions • Biggest challenges in transformative M&A • Success metrics • Transforming business models 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 Timestamps 00:00 Intro 04:20 Transformative M&A 05:00 Governance 05:52 A story of a transformative deal 11:38 Employee unions - germany per history 17:36 Supervisory board 20:35 Biggest challenges in transformative M&A 25:59 Success metrics 28:50 Internal rate of return 35:05 Complexities of deals in Germany 40:48 Transforming business models 43:06 Promoting change as a shareholder 45:01 Craziest thing in M&A

M&A processes can vary from country to country, making cross-border deals extremely challenging. Understanding the cultural differences is crucial for a smooth transaction. In this episode of the M&A Science Podcast, we focus on how to do M&A deals in Germany, featuring Frank Tepper-Sawicki, Partner, Corporate M&A, Private Equity, and Venture Capital at Dentons. Things you will learn: • How dealmaking is different in Germany • Structuring Deals in Germany • Letter of Intent in Germany • Prioritizations during deals in Germany • Regulatory issues in Germany 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 Timestamps 00:00 Intro 03:49 How dealmaking is different in Germany 05:48 Private Equity Emerging in Germany 07:47 Structuring Deals in Germany 16:33 Letter of Intent in Germany 22:11 Prioritizations during deals in Germany 24:59 Transparency in Germany 26:17 Regulatory issues in Germany 28:17 Laying off people in Germany 30:15 Biggest risk when doing deals in Germany 32:43 M&A culture in Germany 35:00 Dealing with people from Germany 37:28 M&A process in Germany 39:18 Craziest thing in M&A

Artificial Intelligence has taken the world by storm, and there seems to be no way of stopping it. Every industry in the world has adopted AI, and M&A is no different. The integration of AI is revolutionizing how deals are sourced, evaluated, and executed. In short, AI is becoming an indispensable tool for M&A professionals. In this episode of the M&A Science Podcast, we discuss how to make AI practical in M&A featuring two AI specialists: Michael Bachman, Head of Research, Architecture, and AI Strategy at Boomi, Chris Cappetta, Principal Solutions Architect at Boomi. Things you will learn: • Retrieval augmented generation • Large language models • Discriminative vs Generative AI • Fine-tuning • Agents This episode is sponsored by FirmRoom. 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://firmroom.com ****************** Episode Timestamps 00:00 Intro 03:07 Making AI practical 04:36 Retrieval augmented generation 10:07 Large language models 13:15 Discriminative vs. Generative AI 16:37 Fine tuning 22:14 Agents 28:46 Real-life use cases of AI

Steve Lucas, CEO of Boomi The technology industry is currently experiencing significant growth, particularly with the emergence of artificial intelligence. This trend has not only attracted significant investments but has also intensified the competition among tech companies striving to lead the market. This has made the tech space a prime area for M&A. Boomi is one of those companies who have recently made a significant move via acquisitions. In this episode of the M&A Science Podcast, we will discuss how to source deals in the tech space with Steve Lucas, CEO of Boomi. Things you will learn: • Approach on strategy • Acquiring capabilities • Deal sourcing in M&A • Building relationships • Negotiations during 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 https://dealroom.net ****************** Episode Timestamps 00:00 Intro 10:16 Boomi's approach on strategy 16:32 Acquiring capabilities 18:55 Deal sourcing in M&A 22:12 Building relationships 25:45 Convincing someone to sell their business 30:51 Example of pitch 32:31 Negotiations during M&A 36:08 Tips on negotiating 38:45 M&A at Boomi 41:43 Making integration successful 47:26 AI in M&A 52:44 Boomi's future 45:26 Craziest thing in M&A

Michael Frankel, Founder and Managing Partner of Trajectory Capital. Here at M&A Science, our goal is to bring you the best and most effective techniques to improve your M&A practice. In light of our 300th podcast episode, we have compiled the top 10 things that make M&A successful, together with Michael Frankel, Founder and Managing Partner of Trajectory Capital. Things you will learn: Alignment in the shared vision of the end-state Cultural alignment Reverse Diligence Continuous learning and improvement Empathetic leadership This episode is sponsored by FirmRoom. 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://firmroom.com ****************** Episode Bookmarks 00:00 Intro 05:58 Alignment in the shared vision of the end-state 10:51 Cultural alignment 15:03 Joint Go-to-market planning pre-LOI 20:24 Parallel diligence and integration planning 24:33 Reverse Diligence 27:13 Communication strategy with stakeholders 32:37 Continuous learning and improvement 35:16 Anticipate functional challenges 39:52 Empathetic leadership 44:47 Proper preparation 47:56 Craziest thing in M&A

Jeremy Segal, Executive Vice President Corporate Development at Progress (NASDAQ: PRGS) When it comes to M&A, time is of the essence. As a buyer, it's best to identify whether to pursue the deal or not as soon as possible, to avoid wasting money and time. Also, if the seller is a good target company, procrastinating could lead to more competition. In this episode of the M&A Science Podcast, Jeremy Segal, Executive Vice President Corporate Development at Progress, shares their strategy on how to close deals in 30 days. Things you will learn: • Initial conversations with the target company • Price negotiations • Preliminary due diligence list • Deal specific adjustments • Confirmatory due diligence 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 04:16 Initial conversations with the target company 08:56 Price negotiations 12:33 Preliminary due diligence list 17:05 When to ask questions 18:34 People Involved 19:10 Sales and Go-to-Market 21:02 Revenue Synergies 23:43 Customer Journey 24:26 Surprises 27:40 Customer Success 28:46 Financials 32:11 Red flags in people 32:47 Information Technology 34:28 Legal 36:48 Marketing 39:19 Breakdown of COGS 41:30 Benefits Template 42:56 Operating Expenses 43:58 General 44:58 Deal specific adjustments 45:56 Processing the preliminary diligence information 47:11 Confirmatory due diligence 50:40 Craziest thing in M&A

Steven Freidkin, CEO and Founder of Ntiva, Inc. and Christopher Vollmond-Carstens, Chief M&A Officer at Ntiva, Inc. In a highly fragmented industry, roll-ups are a great growth strategy. But integrating multiple entities can be difficult, especially if you don't have a proven framework. Ntiva has been successful in its M&A strategy and has completed 15 acquisitions as of today. In this episode of the M&A Science Podcast, Steven Freidkin, CEO and Founder of Ntiva, Inc. and Christopher Vollmond-Carstens, Chief M&A Officer at Ntiva, Inc., share their strategy on how to execute the roll-up strategy in the tech industry. Things you will learn: • Creating value using a roll-up strategy • Evaluating a target company • Importance of recurring revenue • Red flags pre-LOI • Biggest advice for first-timers 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 08:04 Creating value using roll-up strategy 12:38 Pitching to private equity 18:32 Evaluating a target company 22:30 Importance of recurring revenue 23:35 Customer Concentration 26:42 Challenges of doing roll-ups 30:36 Mismanaging M&A 37:52 Deal Sourcing 43:46 Red flags pre-LOI 46:53 Deal structure on roll-ups 51:52 Biggest advice for first-timers 52:46 Craziest thing in M&A

Kyle Price, Chief of Staff & Corporate Development at Roblox Creating a dedicated M&A function can be daunting for non-acquisitive companies. It's a big commitment that could take away valuable time and resources from top level management. However, when done right, corporate development muscle can be built slowly, and organically. In this episode of the M&A Science Podcast, Kyle Price, Chief of Staff & Corporate Development at Roblox, shares his experience on how to start an M&A function slowly and successfully from scratch. Things you will learn in this episode: • When to build an M&A function • Importance of the people side in M&A • Working with business leaders • Evolution of corporate development • Handling biases in the M&A process This episode is sponsored by FirmRoom. 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://firmroom.com ****************** Episode Bookmarks 00:00 Intro 04:10 When to build an M&A function 07:40 Challenges of a high-growth company doing M&A 08:45 Lessons learned along the way 10:39 Importance of the people side in M&A 12:57 Integration planning 14:39 Working with business leaders 16:42 Deal sourcing 17:24 Overcoming anti-M&A culture 22:04 Team alignment from functional leads 24:02 M&A surprises 25:59 Setting up new leaders for success 28:07 Evolution of corporate development 33:15 Measuring corporate development activity 34:20 Incentivizing the team 35:03 Handling biases in the M&A process 43:33 Craziest thing in M&A

Ivan Golubic, CFO | Corporate Development M&A at FastLap Group Roll ups are a great strategy for highly fragmented industries. It allows the platform company to increase its size, capabilities, and market presence through the acquisition and integration of other businesses. However, it can be challenging without a proper framework. In this episode of the M&A Science Podcast, Ivan Golubic, CFO, Corporate Development M&A at FastLap Group, shares his experience on how to start executing roll up strategy in M&A from scratch. Things you will learn: • Setting up the roll up strategy • Valuation on roll up strategy • Building the operating strategy • Dealing with capital providers • Biggest lessons learned doing roll up strategy 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 03:01 Transitioning from Corporate Development to CFO 07:39 Setting up the roll up strategy 12:26 Importance of industry expertise 14:10 Proactive approach to expanding industry expertise 16:11 Valuation on roll up strategy 22:10 Building the operating strategy 24:54 Dealing with capital providers 28:37 Building your pipeline 30:45 Pitching to the PE firm 35:48 Explaining your M&A process to investors 38:46 Building your M&A team 40:42 Monitoring Cost 42:05Success metrics 49:25 Utilizing Technology 50:45 Importance of a unified platform 52:58 Biggest lessons learned doing roll up strategy 56:39 Future trends in the roll up space 57:33 Craziest thing in M&A

Jim Buckley, Vice President, Mergers and Acquisitions Integration at VMware Integration planning is one of the most important aspects of M&A pre-close. Planning after the fact will cause massive delays and value leaks for the entire deal. It is why the integration team must be involved during the due diligence phase. In this episode of the M&A Science Podcast, we will talk about how to create an executable integration plan during the diligence, featuring Jim Buckley, Vice President, Mergers and Acquisitions Integration at VMware. Things you will learn in this episode: • How to work as an integration leader • Building an integration plan • Pre-LOI integration planning • Connecting diligence with integration planning • Defining 'done' in M&A integration This episode is sponsored by FirmRoom. 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://firmroom.com ****************** Episode Bookmarks 00:00 Intro 04:41 Navigating corporate transitions 08:31 Aligning the integration leader with the north star 10:02 How to work as an integration leader 11:25 The role of an integration lead 13:31 Building an integration plan 16:25 Focus on revenue and integration 18:51 Pre-LOI integration planning 25:08 M&A due diligence 27:37 Employee integration and customer satisfaction 29:56 Connecting diligence with integration planning 36:20 Approach to team collaboration 39:06 The details of integration plan 41:11 Complexities of M&A integration planning 44:57 Aligning with the target company 46:46 Defining 'done' in M&A integration 49:12 Integration teams leading due diligence 51:38 Leveraging diligence data for effective planning 53:13 Advice for M&A practitioners 55:45 Craziest thing in M&A

Keith Levy, Operating Partner at Sonoma Brands Every company must have a strong capital allocation strategy to maximize its potential. Without it, the company may end up missing opportunities and spending money on things that won't help it grow or become more profitable. In this episode of the M&A Science Podcast, Keith Levy, Operating Partner at Sonoma Brands, shares his experience on successful and unsuccessful capital allocation strategies. Things you will learn in this episode: • Strategy vs IRR • Venture capital vs recapitalization strategy • Minority vs majority recapitalization • Evaluating exit strategy 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 11:27 Focusing on organic growth 16:37 Post-merger integration execution 25:01 Strategy vs IRR 26:59 Handling projections 28:07 Integration with Mars 36:20 Role of an operating partner 42:07 Big company vs Small company in M&A 43:39 Venture capital vs recapitalization strategy 48:44 Cashing out from an owner's perspective 50:42 Minority vs majority recapitalization 54:03 Impact of valuations and interest rates on investment decisions 59:07 Timing on investments 1:01:25 Evaluating exit strategy 1:03:46 Advice for practitioners 1:05:41 Craziest thing in M&A

Gerry Williams, Partner at DLA Piper US LLP and a member of their management committee. Private equity firms are established for the sole purpose of generating substantial financial returns for its investors. And one of the most effective ways of maximizing investment returns is the roll up strategy. This involves buying small-sized businesses in a highly fragmented industry and combining them into a larger platform. The goal is to improve efficiency and be sold later for a higher price. In this episode of the M&A Science podcast, we will discuss roll up strategy in private equity with Gerry Williams, Partner at DLA Piper US LLP. Things you will learn this episode: • Industries susceptible to roll up strategy • Challenges of executing roll up strategy • Negotiating the LOI in roll up strategy • Typical deal structure in roll up strategy • Employing Earnouts in roll up strategy This episode is sponsored by FirmRoom 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 firmroom.com ****************** Episode Bookmarks 00:00 Intro 04:06 Industries susceptible to roll up strategy 06:22 The trend of roll up strategy in private equity 10:42 Complexities of Roll up strategy 15:52 Challenges of executing roll up strategy 20:32 How to mitigate risks 24:19 Managing multiple roll up businesses 26:49 Negotiating the LOI in roll up strategy 33:00 Breakup fees on private deals 35:57 Typical deal structure in roll up strategy 43:24 Employing Earnouts in roll up strategy 48:07 Unique negotiations during LOI 49:31 Do's and Don'ts of executing roll up strategy 52:57 Craziest thing in M&A

Tyler Rodewald, VP, M&A at EIS Holdings In a world where change is the only constant, businesses are continually seeking innovative ways to stay ahead of the curve. One such method that has gained prominence is the corporate diversification strategy, a multifaceted approach that can lead to new growth avenues and enhanced resilience. In this episode of the M&A Science Podcast, Tyler Rodewald, VP, M&A at EIS Holdings, discusses corporate diversification through M&A. Things you will learn: • Corporate diversification strategy • Drivers of corporate diversification • People involved in corporate diversification • Projecting revenue synergies • Closing deals with competition This episode is brought to you by the M&A Science Spring Summit 2024 happening on April 10th at 10AM ET. It's your chance to join leading M&A experts as they share innovative and the latest trends from their own deals. Save your spot here. ****************** Episode Bookmarks 00:00 Intro 02:55 Corporate diversification strategy 03:32 Drivers of corporate diversification 05:22 People involved in corporate diversification 08:00 Communicating the diversification strategy - The number one step 08:51 Customer overlaps on deals 11:17 Capital Allocation 13:41 Proprietary deal vs Bank Deal 15:22 Deal Sourcing 17:57 Closing deals with competition 19:22 Cultural integration 22:03 Handling resistance 23:21 Measuring Success 24:31 Projecting revenue synergies 26:09 Earnouts 30:31 Letter on intent exclusivity 32:10 Combining diligence with integration using DealRoom 36:42 Using DealRoom with Sellers 40:02 Advice for practitioners doing corporate diversification 40:30 AI in M&A 46:34 Craziest thing in M&A

Andrey Galiuk, Vice President of Corporate Development and Investor Relations Before doing M&A, it is crucial for acquirers to target the right business, in the right market. Otherwise, it could potentially be a costly mistake that would waste the company's time and money. In this episode of the M&A Science Podcast, Andrey Galiuk, Vice President of Corporate Development and Investor Relations, shares his expertise on how to perform strategic due diligence in M&A. Things you will learn: • What is strategic due diligence • How to perform strategic due diligence in M&A • Entering the right market • Finding the right target company • Biggest challenge when performing strategic diligence This episode is brought to you by the M&A Science Spring Summit 2024 happening on April 10th at 10AM ET. It's your chance to join leading M&A experts as they share innovative and the latest trends from their own deals. Save your spot here. ****************** Episode Bookmarks 00:00 Intro 11:17 What is strategic due diligence 16:25 How to perform strategic due diligence in M&A 25:00 Entering the right market 38:05 Finding the right target company 41:25 When to perform strategic due diligence 42:38 Proactive vs. Reactive deal sourcing 44:33 Importance of culture 47:05 When to start integration planning 49:11 Red flags during strategic diligence 50:33 Assessing incoming people 51:20 Biggest challenge when performing strategic diligence

George Kellerman, VP, Head of Investments & Acquisitions at Woven by Toyota and Alexander Baum, Corporate Development Lead at Woven by Toyota In the ever-evolving world of business, staying ahead isn't just about what a company does today, but how it prepares for tomorrow. This is where a venture capital arm comes into play. It is a specialized division within a larger company that focuses on investing in emerging startups and innovative projects. In this episode of the M&A Science Podcast, George Kellerman, VP, Head of Investments & Acquisitions at Woven by Toyota, and Alexander Baum, Corporate Development Lead at Woven by Toyota, share their experience on how to stand up a venture capital arm. Things you will learn: • How did Woven by Toyota got started • Successfully start a venture capital arm • Leadership in managing people • Biggest Lessons Learned • Dealing with cultural difference This episode is brought to you by the M&A Science Spring Summit 2024 happening on April 10th at 10AM ET. It's your chance to join leading M&A experts as they share innovative and the latest trends from their own deals. Save your spot here. ****************** Episode Bookmarks *George Kellerman 00:00 Intro 06:15 From firefighter to M&A 09:49 How did Woven by Toyota got started 11:19 Project Kate 12:58 Pitching the shift in strategy 14:31 Woven Capital's strategy 16:48 How to successfully start a venture capital arm 19:45 Leadership in managing people 22:03 Biggest lessons learned 26:00 A change in strategy 27:04 The Woven City Project 31:11 Dealing with cultural difference 35:40 Craziest thing in M&A *Alex Baum 39:34 Noticing cultural differences in Japan 42:11 Relocating to Tokyo 44:07 New York vs Japan culture 45:28 Work culture in Japan 48:32 Rubber stamp approval in Japan 49:51 Balancing American and Japanese culture 51:27 Maintaining alignment 52:09 Craziest thing in M&A

Camilo Franco, Director, M&A Integration and Operations at Jamf There is an intimate tie between M&A strategy and corporate strategy. To be truly effective, acquisitions must directly support the overarching goal of the company. But beyond that, there needs to be a strategic alignment with everyone involved. In this episode of the M&A Science Podcast, Camilo Franco, Director, M&A Integration and Operations at Jamf, shares their secrets on how to achieve strategic alignment from top to bottom. Things you will learn: • How to achieve strategic alignment • Strategies for effectively communicating M&A plans • Tools used to maintain alignment • Connecting diligence and Integration • Advice for integration practitioners ****************** This episode is brought to you by the M&A Science Spring Summit 2024 happening on April 10th at 10AM ET. It's your chance to join leading M&A experts as they share innovative and the latest trends from their own deals. Save your spot here. ****************** Episode Bookmarks 00:00 Intro 08:45 Definition of strategic alignment 10:31 How to achieve strategic alignment 12:51 Relaying M&A strategy against corporate strategy 13:54 Getting buy-in from team members 15:37 Overcoming anti-M&A culture 18:44 Strategies for effectively communicating M&A plans 21:21 Alignment with the integration team 23:51 Formulating the integration thesis 26:37 Role of steering committee 28:04 Communicating decisions with the broader organization 29:30 Managing integration without IMO 32:09 Ensuring company readiness for integration 34:11 Gauging M&A readiness 36:06 Side effects of burnout people 37:25 Defining the end of integration 39:30 Tools used to maintain alignment 43:32 Agile M&A 44:46 Connecting diligence and integration 48:13 Using integration templates 50:36 Advice for integration p

Ken Bond, Head of Corporate Development at Cetera Financial Group. Most of the biggest M&A failures of all time are caused by culture clashes. Both companies cannot simply co-exist with each other, and instead of creating more value, they destroyed both of their businesses. This is why cultural due diligence is crucial in M&A. In this episode of the M&A Science Podcast, Ken Bond, Head of Corporate Development at Cetera Financial Group, shares his expertise on how to perform cultural due diligence to better understand the target company. Things you will learn: • The person responsible for cultural due diligence • Executing cultural due diligence • Using Playbooks • Successful partnership between Corporate Development and Integration • Advice for practitioners ****************** 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 www.dealroom.net. ****************** Episode Bookmarks 00:00 Intro 05:11 Person responsible for cultural due diligence 05:54 Importance of cultural due diligence 08:08 Executing cultural due diligence 10:29 Killing the deal due to cultural conflict 14:54 Using Playbooks 17:31 Cultural due diligence during early conversations 20:12 Understanding how the target company makes decisions 22:40 Things to look for during due diligence 25:09 Using questionnaires for cultural due diligence 27:08 Bilateral deal vs. Auction process 30:10 Hardest part of cultural due diligence 32:27 Successful partnership between Corporate Development and Integration 35:33 Subculture due diligence 37:07 Advice for practitioners 38:31 Craziest thing in M&A

Baljit Singh, Former SVP, Global Head of Corporate Development at Nielsen Ventures Engaging in M&A activities just for the sake of doing them is one of the biggest reasons for failed deals. Without a well-defined purpose, these transactions can distract the business and waste massive amounts of resources. In this episode of the M&A Science Podcast, Baljit Singh, Former SVP, Global Head of Corporate Development at Nielsen Ventures, discusses the importance of strategic alignment between M&A and corporate strategy. Things you will learn: • Corporate strategy vs M&A strategy • Getting the strategy right • Capital allocation • Measuring business unit's success • Deal structure to preserve cash ****************** This episode is sponsored by FirmRoom. 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 firmroom.com ****************** Episode Bookmarks 00:00 Intro 05:10 Corporate strategy vs M&A strategy 09:25 Getting the strategy right 11:17 Best ways to pitch deals 13:09 Pillars of corporate strategy 15:50 Capital allocation 21:06 Measuring business unit's success 24:52 Holding business units accountable 27:20 Why take a public company private 33:51 Steps to take a public company to private 38:11 Real life examples 48:29 Deal structure to preserve cash 54:45 Dealing with reluctant seller 59:30 Craziest thing in M&A

Douglas Barnard, former Executive Vice President, Corporate Development and Legal Advisor at CF Industries (NYSE: CF) Problems don't usually surface at the early stages because it's the honeymoon phase. Both the buyer and the seller would like to see the deal happen, so they work together to build momentum. And often that means postponing dealing with some of the more difficult and contentious issues. However, these M&A challenges are inevitable and will arise as the deal progresses. In this episode of the M&A Science Podcast, Douglas Barnard, former Executive Vice President, Corporate Development and Legal Advisor at CF Industries, discusses effective strategies to overcome M&A challenges. Things you will learn: • Mindset to prepare for M&A • Overcoming M&A Challenges Between Signing and Closing • Mitigating Post-Merger Integration Risks • Biggest Challenges in M&A • Advice for First-time Acquirers ***************** This episode is sponsored by FirmRoom. 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 www.firmroom.com. ****************** Episode Timestamps 00:00 Intro 05:26 Mindset to prepare for M&A 10:26 Strategic Negotiation Tactics 13:03 Having a Foundation of Trust and Honesty 17:31 Assessing Buyer Transparency in Deal Negotiations 20:17 Mastering Valuation and Identifying Synergies 22:43 Identifying and Overcoming Obstacles in the M&A Process 24:40 Uncovering Surprises in Due Diligence 28:53 Utilizing a Private Investigator (PI) in a Deal 29:57 Navigating Complex Negotiation Stages 33:54 Zero-Sum Scenarios in M&A Auctions 35:51 Valuation and Auction Bidding Strategies 37:57 Overcoming M&A Challenges Between Signing and Closing 41:29 Mitigating Post-Merger Integration Risks 46:16 Biggest Challenges in M&A 50:24 Advice for First-time Acquirers 52:51 Craziest thing in M&A

Allan Marks, Global Project, Energy & Infrastructure Partner at Milbank M&A valuation isn't just about looking at the numbers. There are a lot of different factors that affect and contribute to the volatility of the M&A market. In this episode of the M&A Science Podcast, Allan Marks, Global Project, Energy & Infrastructure Partner at Milbank, discusses how business cycles affect M&A valuation. Things you will learn: • What is a business cycle • What is a credit cycle • How business cycle impact M&A valuation • Common Mistake during M&A valuation • Importance of culture in 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 dealroom.net. Episode Timestamps 00:00 Intro 11:00 What is a business cycle 12:41 What is a credit cycle 16:59 Cycle's impact on energy sector 19:09 How business cycle impact M&A valuation 22:36 Industries most affected by the cycles 26:43 M&A valuation for first-timers 31:47 Importance of culture in M&A 34:23 When to pull of a deal 37:37 Example of failed deals 41:59 Example of good deals 45:43 Common Mistake during M&A valuation 46:43 M&A function maturity 48:02 Other early M&A considerations 49:15 Craziest thing in M&A

Adam Harris, CEO of Cloudbeds When executing M&A, having a structured approach to validating the acquisition plan is crucial. The worst thing any acquirer can do is to buy a business that doesn't bring value to the parent company. In this episode of the M&A Science Podcast, Adam Harris, CEO of Cloudbeds, shares the meticulous 6-step process his company uses to validate their acquisition plan. Things you will learn: • Surveying Customers • Industry Trend Analysis • Partner vs Build Analysis • Formulating the strategic rationale • In-depth Company Analysis and Product Demos • Drafting a detailed memo 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://www.dealroom.net Episode Bookmarks 00:00 Intro 08:45 Approaching M&A 18:20 Surveying Customers 23:47 Industry Trend Analysis 28:13 Partner vs Build Analysis 34:12 Formulating the strategic rationale 36:50 In-depth Company Analysis and Product Demos 41:18 Drafting a detailed memo 44:15 Pitching M&A to the board 44:54 Craziest thing in M&A

Seema Nimmagadda, Head of M&A Integration for North America at Woven by Toyota. A lot of times, M&A integration is considered only after closing the deal. It is often treated as an afterthought, and this approach is where many deal failures stem from. If we want to improve our M&A process and get better results from deals, we have to start updating our practices to the most efficient way of doing things. In this episode of the M&A Science podcast, Seema Nimmagadda, Head of M&A Integration for North America at Woven by Toyota, discusses how to master M&A integration. Things you will learn in this episode: • The Ideal Integration Process • M&A Integration planning pre-LOI • Setting up an early version of the IMO • Detailing the M&A Integration Strategy • Aligning deal goals with integration strategy This episode is sponsored by FirmRoom. 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://firmroom.com Episode Bookmarks 00:00 Intro 04:00 Toyota's Woven Business Unit 05:00 The Ideal Integration Process 06:53 The Importance of Integration Capabilities 08:52 Integration planning pre-LOI 11:50 Ensuring Adequate Resources and Capabilities during M&A Integrations 13:27 Avoiding early pitfalls for integration 14:40 Key integration milestones from LOI to Close 18:53 Aligning the IMO and Corporate Development 21:49 Adapting mature M&A teams to change 23:28 Setting up an early version of the IMO 25:04 Key people in forming an early IMO 26:16 Detailing the Integration Strategy 29:09 Balancing team autonomy in integration planning 31:56 Maintaining collaboration and progress in integration 34:24 Managing cross-functional dependencies 35:16 Tech stack diversity 36:41 M&A execution checkpoints 38:04 Information gathering challenges pre-close 39:08 Managing vendor dependencies and ensuring transparency 40:12 Balancing functional plans with the master integration strategy 42:04 Securing stakeholder buy-in 43:04 Risks of overlooking integration 44:03 Aligning deal goals with integration strategy 44:36 Identifying when an M&A integration is complete 46:25 Best practices for smooth post-close integrations 46:59 Craziest thing in M&A

Brent Baxter, Chief Executive Officer at Association for Corporate Growth, and Jeff Giles, VP, Corporate Development at Core & Main (NYSE: CNM) In a highly competitive market, speed is crucial for companies wanting to do M&A. Especially with all the economic and market changes that's happening, professionals must use M&A best practices to get better deals. In this episode of the M&A Science Podcast, Brent Baxter, Chief Executive Officer at Association for Corporate Growth, and Jeff Giles, VP, Corporate Development at Core & Main, share their strategies and experiences when executing successful M&A. Things you will learn: • Target outreach • Best practices when building relationships • Challenges of working with private sellers • Executing agile and efficient Diligence • Role of technology in the M&A process 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 07:12 Getting deals faster 10:35 Target outreach 15:54 Best practices when building relationships 19:47 How to best optimize ACG 22:46 M&A challenges 25:20 Challenges of working with private sellers 29:39 Executing agile and efficient Diligence 34:53 Executing deals during COVID 39:59 Role of technology in the M&A process 42:06 Role of technology in the future 46:47 Craziest thing in M&A

Amy M. Weck, VP, M&A and integrations at The Liberty Company Insurance Brokers, LLC It's common to see due diligence and integration as separate stages, but combining them can make the M&A process much smoother and more effective. But how exactly can we weave these two critical phases together effectively? In this episode of the M&A Science Podcast, Amy M. Weck, VP, M&A and integrations at The Liberty Company Insurance Brokers, offers practical strategies to align integration and diligence for optimal outcomes. Things you will learn in the episode: • Merging separate integration departments • How to connect diligence and integration • Fostering a 'One Team' Mindset • Maintaining Team Rhythm in High-Volume Acquisitions This episode is sponsored by FirmRoom. 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://firmroom.com. Episode Bookmarks 00:00 Intro 04:26 Getting into M&A 06:12 Evolving into integration 07:55 Transitioning from deal team to integration team 09:26 Pre-LOI considerations in M&A 10:40 Merging Corp Dev and Integration Team 13:26 The impact of mindset during transition 15:26 Connecting the two functions 18:42 Keeping teams and workflows aligned 22:14 Biggest challenge in the transition 24:05 The challenge of change management 26:11 Managing new hires in key roles 27:29 Key advice for managing the end-to-end M&A process 34:37 Optimizing the M&A function for a roll-up 36:21 Practical Tips for Learning from Past Due Diligence 38:16 Maintaining Team Rhythm in High-Volume Acquisitions 40:05 Key Strategies to Avoid Failing in Your Integrations 42:02 Key Questions to Ask Before the LOI 43:17 Evaluating Cultural Fit and Red Flags 48:15 Ideal candidate for an M&A role 59:44 Advice to first-time M&A practitioners 1:01:02 Craziest thing in M&A

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

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

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

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/

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/

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.

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/

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

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

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 33:35 Red flags during ESG diligence 35:31 Deal Stoppers 36:36 Designated person sustainability 37:17 Diligence Execution during M&A 39:19 ESG on cross-border deals 40:55 Negotiations on cross border deals 42:47 Advice for practitioners 43:18 Craziest thing in M&A

Brock Blake, Co-Founder and CEO at Lendio M&A is a never-ending web of complexities and challenges. While the potential for growth and transformation is promising, the chances of failure are extremely high. To increase chances of success, acquirers must learn how to be adaptable and work with the target company for alignment. In this episode of the M&A Science Podcast, Brock Blake, Co-Founder and CEO of Lendio, shares their approach on how not to bomb your first M&A deal. You will learn: • How to drive your first deal • Understanding the cultural aspect of M&A • Strategizing acquisitions • Validating assumptions before acquisition commitment • Budget allocation for an earnout ____________________________________________________________________________ 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 dealroom.net. FirmRoom is the fastest virtual data room used to get deals done. Leave the pay-per-page world behind by going to firmroom.com Episode Bookmarks 00:00 Intro 06:02 Getting into M&A 07:14 First deals and their drivers 10:43 Second Acquisition 14:49 Third Acquisition 18:43 Understanding the cultural aspect 25:17 The new deal approach 29:10 Strategizing acquisitions 32:07 Validating assumptions before acquisition commitment 38:14 Budget allocation for an earnout 41:37 Craziest thing in M&A

Aaron Whiting, Chief of Staff at Crownpeak Value creation in any acquisition relies heavily on how well the M&A integration goes. By focusing on integration, buyers can increase their chances of success in obtaining and realizing their intended synergies. But how well can it go if the company's integration lead is a first-timer? In this episode of the M&A Science Podcast, Learn the basics of M&A integration execution, with Aaron Whiting, Chief of Staff at Crownpeak. You will learn: How to coach a first-time integration leader Getting ready for day one Kickoff meeting strategies Challenges during integration Setting alignment for kickoff meetings ____________________________________________________________________________ This episode is sponsored by the M&A Science Academy, DealRoom, and FirmRoom. To join our growing online community of M&A practitioners, visit 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 www.dealroom.net. FirmRoom provides 80% cost savings over VDRs that bill by page and delivers a far better user experience. Sign up in under 2 minutes by going to www.firmroom.com Episode Bookmark 00:00 Intro 05:09 Coaching an integration lead 06:33 Involving the Integration Lead 12:42 Integration on Day one 17:49 Getting ready for Day one 22:31 M&A teams to pull in for integration 25:41 Kickoff meeting strategies 31:12 Maintaining regular cadence for good progress 35:53 Umbrella track 37:47 How to track integration activities 42:38 Challenges during integration 47:55 Mechanical things that could go wrong during integration 52:59 Setting alignment for kickoff meetings 56:26 What success looks like through stories 01:01:50 How to know when the integration is complete 01:03:42 Advice for first timers 01:07:48 Craziest thing in M&A

ChatGPT Voice, powered by OpenAI. This past year, AI has revolutionized the way we do things, and ChatGPT has been a big part of that. Created by OpenAI, ChatGPT can understand and use language like a human, making it extremely useful in a lot of different areas. And now, we can actually talk to it. In this episode of the M&A Science Podcast, we are introducing our first-ever ChatGPT interview. We are going to learn its insights on AI's impact on the world of M&A. You will learn more about: AI's role in deal sourcing Streamlining due diligence using AI Future of M&A Limitations of AI ChatGPT's advice on integrating AI into 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 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 www.dealroom.net. FirmRoom provides 80% cost savings over VDRs that bill by page and delivers a far better user experience. Sign up in under 2 minutes by going to www.firmroom.com Episode Timestamps 00:00 Intro 03:06 Revolutionizing M&A with AI 03:53 AI's role in Deal sourcing 08:08 AI's role in deal valuation process 12:41 Limitations of ChatGPT 14:05 Streamlining due diligence 18:00 AI's impact on M&A integration 22:10 Case Study: Daimler Chrysler merger 25:15 Case Study: Amazon acquiring Whole Foods 28:14 Future of M&A 30:23 DealRoom 32:40 How to incorporate AI into DealRoom 35:57 Positive business outcomes using DealRoom 37:41 Ethical Considerations Using AI 39:28 Limitations of AI 41:04 Advice on integrating AI into M&A 43:10 Craziest thing in M&A

Dr. Karl-Michael Popp, Senior Director, Corporate Development at SAP (FRA: SAP) In today's digital era, the pervasive influence of technology is felt in every facet of business, and Mergers and Acquisitions (M&A) are no different. The arrival of innovation and automation will soon make their way to the industry, streamlining processes that could bolster productivity and facilitate smoother post-merger integration. In this episode of the M&A Science Podcast, Dr. Karl Michael Popp, Senior Director, Corporate Development at SAP, discusses in detail automation in M&A. Things you will learn: Measuring Strategy during automation Strategic Fit Analysis Identifying Targets Quantifying culture in M&A Impact of new emerging technologies 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 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 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 www.firmroom.com Episode Bookmarks 00:00 Intro 07:10 Measuring Strategy 10:00 Structuring Strategies 13:53 Quantifying Metadata 16:24 Breaking it down into details to complete the strategy 18:49 Strategic Fit Analysis 20:06 Identifying Targets 22:40 Cascading of Strategy 25:33 Changing the strategy 27:11 Learning from the target company 31:18 Quantifying culture in M&A 32:47 Impact of new emerging technologies in M&A 34:50 Automation in M&A 39:27 The late evolution of M&A 40:51 Craziest thing in M&A

Anthony Krueger, Associate at Morrison & Foerster LLP M&A comes in varying sizes. However, there's a common misconception that smaller deals are easier to execute than larger ones. The truth is, that smaller deals come with their own unique set of challenges that could possibly make them even harder to do. In this episode of the M&A Science Podcast, Anthony Krueger, Associate at Morrison & Foerster LLP, debunks this myth and discusses how to execute smaller deals and negotiate key legal provisions. You will learn: •The complexities of smaller deals •Executing earnouts •Reps and warranties insurance for smaller deals •Working capital adjustments and its effect on smaller deals ____________________________________________________________________________ This episode is sponsored by the M&A Science Academy. If you're looking to improve your in-house training, we have corporate training plans provided. Give your team members access to the best-in-class courses, templates, and networking opportunities in the industry. It's also a great way to show your support for M&A Science. If you're interested in learning more about individual or team plans, visit this page. Episode Bookmarks 00:00 Intro 04:36 Smaller deals vs bigger deals 06:35 Complexities of smaller deals 06:52 Other layers of complexities 10:10 Earnouts 18:03 Reps and warranties 24:08 Fundamental vs General Reps and Warranties 25:35 Indemnities 28:40 Disclosure schedules 32:34 Caps and Baskets 35:52 Carve-out 36:44 Working capital adjustments 40:47 Deferred revenue 42:01 Accrued bonuses and vacations 44:12 Advice to those doing small deals 45:12 Craziest thing in M&A

Rajive Dhar, VP, Head of Corporate Development at NetApp (NASDAQ: NTAP) For first-time acquirers, M&A can be challenging, as it comes with strenuous processes with many complexities that can turn the dream into a nightmare. However, with proper guidance, acquirers can have a smooth transaction and an amicable negotiation. In this episode of the M&A Science Podcast. We discuss the intricacies of M&A from start to finish with Rajive Dhar, VP, Head of Corporate Development at NetApp, to help us navigate our first deal. ____________________________________________________________________________ This episode is sponsored by the M&A Science Academy, DealRoom, and FirmRoom. To join our growing online community of M&A practitioners, visit 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 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 www.firmroom.com Episode Bookmarks 00:00 Intro 05:58 Different types of M&A 09:49 Corporate Strategy for M&A 12:37 Dealing with new customers 14:49 Acquiring competitors 17:13 Target screening 22:19 Opening up conversations with the target company 23:55 Initial Due Diligence 25:59 Diligence list 30:17 Sunsetting competitors product 33:02 Assessing culture 34:52 Putting an LOI together 39:58 Negotiating deal structure 46:41 Earnouts 55:44 Keeping relationships 1:00:13 Best advice for practitioners