Why Integrations Break: TSAs, Carve-Outs, and the Hidden Dependencies That Derail M&A Deals with Donara Jaghinyan
Release Date: 01/05/2026
How to Build a Deal Model That Beats PE on Price
M&A Science
Buyers who mistake a high LOI bid for a winning strategy are easy prey for sellers who know the growth equity playbook. Jeremy Segal's position: precision at the LOI stage is a stronger differentiator than price. Jeremy Segal is EVP of Corporate Development at Progress (NASDAQ: PRGS), a publicly traded software company that has nearly doubled revenue through M&A, from under $400 million to nearly $1 billion. He has closed roughly 50 acquisitions across his career at Progress, LogMeIn, and Akamai. How do you build a cost-optimization model before LOI for lines you know you can execute?...
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The People You Lose in M&A: Key Talent Retention Before Close
M&A Science
The people who leave post-close are usually the ones the deal depended on. Which means the problem starts with how you read culture before LOI and whether financial incentives are the only retention tool you are building with. Haseeb Jawad heads corporate development at Commvault, running a lean team with full accountability from sourcing through integration. He has led two to three acquisitions per year across multiple companies, sat on both sides of a transaction, and serves as his own IMO lead. The signals that tell you a deal will lose people are visible from the first founder...
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How to Buy Companies That Aren't Profitable Yet
M&A Science
Venture-backed companies are priced at their future state, not their current revenue. When growth stalls and another fundraising round stops making sense, the gap between VC valuation and what a strategic buyer will pay becomes the hardest conversation in any deal process. Matt Arsenault, VP of Corporate Development & Strategic Alliances at Jamf, has run this play across hundreds of targets. His work starts before the deal does, with the founder relationship, the cap table, and a clear-eyed conversation about risk tolerance that most corp dev teams never have. What You'll Learn ...
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When Deals Get Weird: Stories You Don't See in the CIM
M&A Science
, , , , , , , and Eight deal professionals share the M&A moments that never make the CIM. A birthday cake in a management presentation that confirmed a culture fit and influenced a bid. A buyer who died before close, forcing a nine-month restart from scratch. Eight years of customer revenue data on a 1980s IBM that management claimed did not exist. A target quietly heading toward Chapter 11 while diligence was underway. Unexpected events mid-deal are not exceptions. They are the deal. How you read them is what separates experienced practitioners from everyone else. What You'll Learn:...
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The Real Work Behind the Close: When Judgment Beats the Checklist
M&A Science
, , , , and Winning a banker-run auction at 5% under the highest bid. Closing a deal when co-sellers have not spoken in months. Getting through 22 countries of employment complexity with a client who refused to work with EOR providers. Acquiring a Netherlands-based public company and discovering the due diligence documents were in Dutch. These are the problems that no playbook prepares you for. Four corp dev professionals share how they handled them, and what it cost when they got it wrong. What You'll Learn How to win a competitive auction when you’re not the highest bidder What...
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The Nordic Compounder Playbook: How Jörgen Wigh Runs 85 Companies With 22 HQ Staff and No Integration
M&A Science
Lagercrantz Group has completed 90+ acquisitions over 20 years and never sold one. CEO Jörgen Wigh runs 85 niche B2B companies under a 22-person headquarters with no integration, no exits, and no value realization targets. This is Part 2 of 2. , while Part 2 is the operating culture. Jörgen gets into how 85 autonomous companies are governed without a matrix structure, why this model exists almost exclusively in the Nordics, what makes a founder walk away from a signed deal twice, why Lagercrantz deliberately targets a 10% failure rate, and what he would do differently starting from scratch...
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The Nordic Compounder Playbook: How Lagercrantz Bought 90 Companies and Never Sold One
M&A Science
Jörgen Wigh has been CEO of Lagercrantz Group (STO: LAGR-B) for over 20 years. In that time he completed 90+ acquisitions, built a portfolio of 85 niche B2B companies, and delivered 15 consecutive years of record earnings per share. No capital raises. No forced integration. No exits. The Nordic compounder model has quietly outperformed global markets for decades, and Lagercrantz is one of the longest-running, most disciplined examples of it in operation. In Part 1 of 2, Jörgen walks through the deal model behind that track record. What You'll Learn How Lagercrantz finds...
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M&A Integration Technology: What Actually Works
M&A Science
| | | Four integration leaders from Intel, Coursera, Ansys, and UKG debate what integration technology actually delivers versus what creates expensive overhead and where the real value leaks are. Todd Manley, Jim Buckley, Carey Pugh, and Mahesh Ganesan bring decades of deal experience to a conversation with no presentations and no curated answers. What You'll Learn Why the diligence-to-integration handoff keeps failing and what actually fixes it How to evaluate integration technology without getting sold on complexity Where AI is genuinely useful in integration today and where it is not...
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Partner Before You Buy: The Pre-Acquisition Strategy Corp Dev Teams Skip
M&A Science
Corp dev teams treat M&A and partnerships as separate tracks, but Tomer Stavitsky looks at them holistically. In this episode, he breaks down the partner-first approach: an acquisition framework for situations where the target isn't ready, the PE owner isn't selling, or your integration capacity isn't there. He walks us through structuring the partnership, keeping the acquisition thesis alive through execution, negotiating and defending a right of first refusal, and managing the three-way stakeholder dynamic without signaling the wrong things at the wrong time. What You'll Learn ...
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How M&A Turns a Chemical Company Into a Tech Business
M&A Science
Chandradev Mehta, SVP Strategy and Business Development at Hexion Inc., breaks down how a commodity chemical company uses M&A to transform into a technology-enabled, chemistry-as-a-service business. He covers the acquisition of an AI and MarTech company, the build vs. buy vs. partner decision framework, integration planning discipline, banker selection, small deal execution, and JV governance. What You'll Learn How to build a genuine build vs. buy vs. partner framework and when each is right Why buying a commercialized or near-commercialized business changes your risk profile in...
info_outlineDonara Jaghinyan – Transformation and Integration Leader
Donara joins us to pull back the curtain on why integrations break—and what it actually takes to make them work. With deep experience across healthcare, SaaS, professional services, and financial services in both public and PE-backed environments, Donara has led diligence, post-close integration, TSA execution, and enterprise system implementations. This episode tackles the hard truths about carve-outs, TSA management, day-one readiness, and the cross-functional dependencies that most teams miss until it's too late. If you've ever wondered why integration timelines slip or costs balloon, this conversation delivers the answers.
Things you will learn:
- Why TSAs aren't contracts, they're projects with hard deadlines, cost escalations, and integration dependencies that functional teams consistently underestimate
- The hidden complexity of carve-outs and how scope, vendor negotiations, and people gaps create surprises even with solid diligence
- How Integration Management Offices (IMOs) orchestrate cross-functional dependencies that functional leads can't see
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Episode Timestamps
[00:02:30] From International Relations to M&A Integration – Donara's unconventional path from Armenia to becoming a full-time integration leader in Boston
[00:04:00] The Dependency Problem No One Sees Coming – Why integration isn't just about systems or people—it's about understanding what breaks when you miss upstream and downstream connections
[00:06:00] Why You Can't Just Promote a PM to IMO – The critical difference between project management and integration program leadership
[00:07:00] What Gets Underestimated in Carve-Outs – Scope creep, vendor negotiations, and people gaps that blindside even experienced teams
[00:09:00] TSAs Are Projects, Not Contracts – Why treating TSAs as temporary extensions instead of hard deadlines creates integration debt and cost overruns
[00:13:00] Managing Two Carve-Outs Simultaneously – The story of integrating two business units with heavy TSAs, cross-border complexity, and mismatched organizational structures
[00:19:00] Getting IMO Involved Before LOI – How early integration involvement during diligence creates smoother execution and realistic timelines
[00:30:00] Day One Readiness and the 30/60/90 Framework – What actually happens from day one through the first 90 days, including controls, discovery, and execution milestones
[00:37:00] Integration Governance That Actually Works – Structuring steering committees, functional cadences, and escalation paths that keep deals on track
[00:40:00] The Integration Kickoff That Sets the Tone – What to cover, who to involve, and how to align teams on why the deal matters
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