M&A Science
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 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 •...
info_outline Uncovering Capital Allocation StrategiesM&A Science
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 ...
info_outline Roll Up Strategy in Private EquityM&A Science
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...
info_outline Corporate Diversification Through M&AM&A Science
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...
info_outline Performing Strategic Due Diligence in M&AM&A Science
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 •...
info_outline How to Stand Up a Venture Capital ArmM&A Science
and 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...
info_outline How to Achieve Strategic Alignment From Top to BottomM&A Science
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...
info_outline Performing Cultural Due Diligence to Better Understand the Target CompanyM&A Science
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...
info_outline Strategic Alignment Between M&A and Corporate StrategyM&A Science
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...
info_outline Overcoming M&A ChallengesM&A Science
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...
info_outlineJohn 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
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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