M&A Science

Things You Will Learn:

How to leverage networking inside and outside your company to break into M&A.
Key characteristics and behaviors Todd looks for when hiring successful M&A professionals.
Why being present and learning from your journey is critical to career growth in M&A.

________________________

Sponsored by DealRoom—where M&A chaos meets its match.
Your M&A process can so much faster...
DealRoom helps corporate development teams take control—streamlining diligence, syncing integration, and eliminating the back-and-forth.

👉 Learn how you can run a repeatable, buyer-led process

_______________

Episode Chapters:

[00:02:00] Teaching leadership frameworks and practical skills at Santa Clara University
[00:04:30] The power of intentional networking and early adoption of LinkedIn
[00:06:00] Rebuilding in-person connections post-COVID and the value of conferences
[00:07:00] Strategies for networking inside large organizations
[00:10:30] Maintaining and nurturing your professional network over time
[00:13:30] Building effective M&A teams and recognizing potential during interviews
[00:18:00] The importance of humility, ownership, and curiosity in M&A
[00:25:30] Translating customer experience skills to M&A opportunities
[00:28:00] Knowing when to lead and when to follow on M&A teams
[00:34:00] Defining success post-close and understanding cultural dynamics

Questions, comments, concerns?
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Build a Career in M&A: Lessons from Intel’s Todd Manley 0

Jun 30, 2025

Todd Manley, VP of Corporate Development Integration at Intel

In this episode, Todd Manley joins Kison Patel to share his non-traditional path into the world of M&A. Starting his career in IT and organizational behavior, Todd brings a unique lens to integration and leadership in corporate development. From his early consulting days to overseeing integrations at Cisco, Symantec, and now Intel, Todd has seen it all. He opens up about what it really takes to thrive in M&A—from career pivots and networking to managing divestitures and leading with empathy.

This episode is packed with career insight, integration best practices, and practical leadership advice for anyone navigating—or trying to break into—the fast-paced world of M&A.

Things you will learn:

How to break into M&A without a finance or banking background
The critical leadership traits that matter in integration roles
Why networking and curiosity matter more than job titles

________________________

_______________

💡Try FirmRoom for Free

This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

Get started with your free trial today at firmroom.com!

_______________

Episode Chapters

Intro & Background – [00:01:00]

First Career Steps in IT & Oracle Work – [00:05:00]

Early Passion for Startups & Joining WebEx – [00:06:30]

Getting into M&A via Cisco’s Acquisition of WebEx – [00:08:30]

Integration Lessons from Cisco & Career Growth – [00:10:00]

Experience in Divestitures vs. Acquisitions – [00:14:30]

The Value of Empathy in Integration – [00:16:30]

Skills That Translate into M&A Success – [00:19:00]

How to Break into M&A & Structuring Career Moves – [00:22:30]

Why Leadership & Communication Are Non-Negotiable – [00:28:00]

Networking Tips, Playbooks, and Mentorship – [00:39:30]

Questions, comments, concerns?
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Buyer-Led vs. Seller-Led M&A with Matthew Person 0

Jun 26, 2025

Mathew Person, Senior Vice President of Corporate Development at Quikbase

In this episode of the M&A Science Podcast, Kison Patel interviews Mathew Person, Senior Vice President of Corporate Development at Quickbase. Mathew brings a unique blend of operator, banker, and corp dev experience, making him a strategic leader in buyer-led M&A. Together, they dive deep into how to proactively structure acquisitions, align internal stakeholders, avoid over-rationalization, and ensure integration success.

Things You Will Learn:

How to design and align around a box of preference (quant + qual criteria)
Tactics for proactively sourcing and assessing cultural fit
How to structure your corp dev team for scale and deal velocity

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Episode Timestamps

[00:01:30] Mathew's unique background: sports operator, banker, corp dev

[00:03:30] Quickbase's carveout history and PE backing

[00:04:00] What buyer-led M&A means and why it matters

[00:05:00] Box of preference: building deal criteria with stakeholders

[00:07:30] Market mapping and capability-driven strategy

[00:09:30] Scorecards, deal screening, and qualitative diligence

[00:15:30] Identifying and quantifying culture fit

[00:19:30] Modeling dis-synergies and avoiding over-rationalization

[00:23:30] Structuring corp dev teams for stakeholder alignment

[00:30:00] Managing negotiations and bid-ask spread with trust

[00:33:30] The ROI of being known as a "good home"

[00:42:30] Integration success: same team from diligence to execution

[00:47:00] Culture as a deal breaker or driver

[00:52:30] Why stakeholder consensus is the hardest part of M&A

Questions, comments, concerns?
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From Loom to Trello: How Atlassian Scales Through Smart M&A with Sarah Hughes 0

Jun 23, 2025

Sarah Hughes, Head of Corporate Development and Product Partnerships, Atlassian

Uncover the inside workings of Atlassian’s M&A strategy—from how Sarah’s team sources deals and aligns with product to the importance of relationship-building and a structured, founder-first integration approach. With over seven years of experience leading corporate development at Atlassian, Sarah shares practical lessons on building strategic pipelines, cultivating founder trust, and operationalizing successful integrations across Atlassian's global portfolio

Things you will learn:

Building long-term relationships with founders, even years before deals happen
Aligning product, venture, and partnership decisions under one roof
Atlassian’s approach to cultural diligence, integration planning, and transparency post-close

_______________

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This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

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_______________

Episode Chapters

00:02:00 – Sarah’s path into corporate development via Google and Atlassian
00:04:00 – Strategic rationale behind Trello and Loom acquisitions
00:07:00 – Atlassian’s three M&A strategy pillars: roadmap accelerants, vacuums, and break-glass opportunities
00:09:00 – How corp dev aligns with product: push-pull strategy and joint roadmaps
00:12:30 – Centralizing M&A, ventures, and partnerships under one team
00:15:30 – Using AI to accelerate sourcing, market mapping, and diligence
00:19:00 – Loom case study: a 5-year founder relationship turned acquisition
00:25:00 – Creating co-authored vision docs to align on integration and success metrics
00:33:00 – How Atlassian handles cultural diligence and post-close attrition risk
00:36:00 – Atlassian’s integration approach: open playbooks, IMO structure, and post-close planning
00:42:00 – Where AI is driving efficiency across the deal lifecycle
00:48:30 – Sarah’s advice to corp dev leaders on sourcing, alignment, and outside-in perspective

Questions, comments, concerns?
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Building Trust in Acquisitions with Dan Pollock 0

Jun 20, 2025

Dan Pollock, Vice President of Corporate Development/M&A at SAM Companies

Dan shares how he built SAM Companies’ M&A function from the ground up—executing over 30 deals and transforming M&A into a strategic growth engine. Backed by Peak Rock Capital, SAM Companies focuses on acquiring founder-led geospatial and infrastructure services businesses. Dan dives deep into how he balances disciplined diligence with relationship-first sourcing, how his team integrates small companies into a larger framework, and why culture and seller alignment matter as much as price.

Whether you're building out corp dev from scratch or refining your playbook, this conversation offers tactical insight into how to scale M&A the right way.

Things you will learn:

How to build an in-house M&A engine with a lean corp dev team
How to source proprietary deals through trust and local relationships
How to structure earnouts and retention payments to align incentives

________________________

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Episode Chapters

00:03:00 – Dan’s background: from audit to M&A leadership at SAM
00:05:00 – Building SAM’s M&A muscle from the ground up
00:08:30 – Creating buy-in and accountability for integration success
00:10:00 – Getting the company ready to integrate acquisitions
00:11:00 – Sourcing: proprietary relationships vs. cold outreach
00:13:30 – Case study: renewable energy firm acquisition
00:15:00 – Thinking through revenue vs. cost synergies
00:16:30 – The psychology of earnouts and why they changed their approach
00:18:30 – How to open conversations with founder-led businesses
00:21:00 – Why founder retention is tied to valuation
00:24:00 – Turning relationships into actionable deals over time
00:29:00 – Competing with PE: how SAM positions better long-term fit
00:33:00 – Retention bonuses vs. earnouts: what's working better
00:39:00 – Why diligence and integration must run in parallel
00:41:30 – Managing team fatigue and repeatability with DealRoom
00:45:00 – Letting sellers speak with past acquired founders
00:47:00 – Private equity partnership governance at SAM
00:51:00 – Diligence red flags and small business surprises

Questions, comments, concerns?
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How Blackstone is Unlocking Lasting Value Across Private Equity with Viral Patel 0

Jun 16, 2025

Viral Patel, CEO of Blackstone Private Equity Strategies

Viral Patel unpacks how the firm is reshaping private equity for the next era. From launching new fund structures to leading thematic investments in sectors like electrification and AI infrastructure, Viral shares how Blackstone builds enduring value—and why alignment, data, and management fit are key to every deal. He also breaks down the cultural values that drive Blackstone’s success and why individual investors are the future of private capital.

Things you will learn:

How Blackstone’s investment philosophy is built on long-term secular trends
What makes a management team the right fit—and why talent diligence is critical
Why Blackstone created perpetual funds and how they work
How data, scale, and operating resources become a strategic advantage post-close

________________________

_______________

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This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

Get started with your free trial today at firmroom.com!

_______________

Episode Chapters

[00:01:00] Viral’s 20-year journey across Blackstone’s business units

[00:05:00] The cultural pillars that define Blackstone: excellence, integrity, and innovation

[00:13:00] Blackstone’s thematic investment strategy and sector focus

[00:16:30] Evaluating management fit as a core part of diligence

[00:21:00] Value creation through Blackstone’s operating team and functional specialists

[00:24:30] Using data science during diligence to build early trust with management

[00:27:00] Why Blackstone builds for the long term—not just for a quick exit

[00:32:00] The rise of perpetual fund models for individual investors

[00:36:00] Why private equity access is shifting beyond institutions

[00:44:00] Educating the market: how BXU and Blackstone’s private wealth team bridge the knowledge gap

[00:46:30] Market cycles, public vs. private ownership, and the future of exit strategies

Questions, comments, concerns?
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M&A Lawyers vs. Bankers: What’s Changed and What Still Matters with Rob Kindler 0

Jun 12, 2025

Rob Kindler, Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

In this episode of the M&A Science podcast, Kison Patel sits down with Rob Kindler, a uniquely positioned dealmaker whose career has spanned both sides of the M&A table—law and investment banking. Rob previously led global M&A at Morgan Stanley and is now a senior partner at Paul Weiss. With 44 years of experience, he’s seen firsthand how the roles of lawyers and bankers have evolved, what makes a deal succeed or fail, and how today’s regulatory, activist, and valuation pressures are reshaping M&A execution.

Things you will learn:

Why legal advisors are now the first call in M&A, not the last
How corporate development teams have replaced bankers in early-stage deal sourcing
Why regulatory strategy and shareholder approval planning can make or break a deal
How to negotiate effectively by predicting “the end of the movie”

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Episode Chapters

[00:01:00] Rob’s career arc from lawyer to banker and back again

[00:04:30] Why Rob left law for investment banking in 2000

[00:06:00] How corporate dev teams changed the role of bankers

[00:11:30] Structuring deals to avoid shareholder approval pitfalls

[00:14:30] The rise of activism and merger arbitrage in public M&A

[00:16:00] How buyer-led M&A has transformed deal strategy

[00:22:30] Impact of regulatory regimes in U.S. vs. Europe

[00:27:00] Lessons in negotiation and predicting deal dynamics

[00:36:00] Why intrinsic value matters more than financial engineering

[00:48:30] What top CEOs understand about using M&A to drive strategy
[00:51:00] How to spot a bad deal—and the red flags bankers sometimes ignore

[00:53:00] Rob’s funniest moment: 300 pounds of turnips on a conference table

Questions, comments, concerns?
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CEO Growth Strategy: How Culligan Scaled 300+ Acquisitions with Scott Clawson 0

Jun 9, 2025

Scott Clawson, CEO of Culligan International

Scott Clawson turned Culligan from a legacy water treatment business into a $3.3 billion global platform operating in over 50 countries—powered by a programmatic M&A engine that has executed 300+ acquisitions. In this episode, he sits down with Kison to share exactly how that machine works.

From beachside inspiration to building a decentralized deal engine, Scott walks us through his journey scaling Culligan’s strategy with support from capital partners like Advent and BDT MSD. He breaks down how to structure pipeline teams, create incentive systems that align corporate and local interests, and keep integration from becoming a bottleneck. If you want a real-world blueprint for high-volume, globally scaled M&A that doesn’t break the business—this episode delivers.

Things you will learn:

How to build and scale a decentralized M&A engine across geographies
The critical role of strategic focus, pipeline ownership, and integration playbooks
Why cultural alignment and seller trust drive long-term M&A success
What to look for when choosing a private equity partner—and how they can unlock growth

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Episode Chapters

[03:00] – The Culligan turnaround story

[06:00] – Finding purpose and shifting strategy

[08:30] – How Culligan mapped its global market

[11:00] – Role of Advent and consulting partners in early strategy

[13:30] – Building the M&A engine: people, pipeline, and playbooks

[17:00] – Scaling programmatic M&A across 50+ countries

[25:00] – Structuring the M&A org and decentralized execution

[29:00] – Building seller trust and sourcing proprietary deals

[33:00] – How Culligan stays buyer-led at scale

[38:00] – The role of the Head of Corp Dev in a programmatic model

[41:00] – Choosing the right PE partner: Advent vs. BDT MSD

[48:00] – The risk of overrelying on synergies and underinvesting in capability

[51:00] – Advice for CEOs building a repeatable M&A model

Questions, comments, concerns?
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Fixing Broken Companies Through Smart Deals with Marc Bell Part 2 0

Jun 5, 2025

Marc Bell, CEO of Marc Bell Capital

Marc Bell has taken 17 companies public, rebuilt distressed businesses, and invested across industries most wouldn’t dare touch. In this follow-up to Part 1, he’s back with sharp insights on what it really takes to run high-stakes deals—and survive them.

Marc and Kison cover everything from building a rock-solid diligence process to choosing between private equity and private credit. They get tactical about capital allocation strategy, reflect on the mistakes that shaped Marc’s approach today, and unpack how to lead during downturns—when optimism fades and character shows.

This episode is a masterclass in M&A realism. Whether you're planning your first minority recap or running a mature corp dev team, you'll walk away with fresh perspective—and a few war stories that’ll stick with you.

Things you will learn:

The tradeoffs between debt and equity—and when to choose either
Why the wrong private equity partner can cost more than capital
How to lead through setbacks and build people-first organizations

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Episode Chapters

03:00 – How to run smarter diligence
04:30 – Building the business case
06:30 – Avoiding deal surprises
07:00 – Culture as a value lever
09:30 – Capital allocation 101
11:30 – Vetting PE partners
15:30 – Why Marc avoids public markets
18:30 – Structuring around IRR and risk
20:30 – Real estate timing and opportunity
22:00 – Leading through failure
24:00 – Solving real problems with hospitality
25:30 – The cost of bad partners

Questions, comments, concerns?
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Fixing Broken Companies Through Smart Deals with Marc Bell 0

Jun 2, 2025

Marc Bell, CEO of Marc Bell Capital

Marc Bell is a self-described “deal junkie” who’s built an empire across internet infrastructure, real estate, entertainment, defense, and private equity. In this episode, Marc breaks down his unconventional path—from turning around Penthouse into a $500M acquisition engine, to producing Tony Award-winning Broadway shows, to backing national security tech ventures and building satellites.

Marc shares the playbook he’s refined over decades: how to spot a distressed asset worth saving, why structure and cash flow trump hype, and how to create value by backing the right people and thinking creatively about capital. Whether you're a corporate acquirer or an entrepreneur with a nose for opportunity, this is a masterclass in pragmatic, performance-driven dealmaking.

Things you will learn:

How to spot and structure deals for distressed or undervalued businesses
Why betting on the right operator (“the jockey”) is more important than the business model
The importance of supply chain control and cash flow in strategic execution
Creative approaches to capital structure, seller financing, and aligning incentives

________________________

Sponsored by DealRoom—where M&A chaos meets its match.
Still stuck in spreadsheet hell?
DealRoom helps corporate development teams take control—streamlining diligence, syncing integration, and eliminating the back-and-forth.

👉 Learn how you can run a repeatable, buyer-led process

___________

Join Kison at the DealMakers Forum in New York City!
This event connects the most active players in M&A and corporate finance. Meet top M&A executives, investors, and deal advisors and discover how senior leaders structure and close high-value deals.

Register Today!
________________________

Episode Chapters

[00:01:00] Early Career & First Exit
[00:03:00] Buying Penthouse out of Bankruptcy
[00:04:30] Leveraging SPACs to Launch a Mortgage REIT
[00:05:30] Producing Broadway Hits
[00:06:30] Owning Real Estate to Control Operations
[00:08:00] Entrepreneurial Mindset & Real Estate Arbitrage
[00:10:00] What Marc Looks for in New Ventures
[00:11:00] Case Study: Turning Around a Watch Brand
[00:13:00] Capital Structure Strategy
[00:15:00] Avoiding Overvaluation & Managing Risk
[00:18:00] Betting on the Jockey
[00:26:00] Incentive Alignment in Operations

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How to Build Better Deals: Sourcing and Integration with John Romeo 0

May 26, 2025

John Romeo, CEO of the Oliver Wyman Forum and Head of M&A at Oliver Wyman

We sit down with John Romeo to explore Oliver Wyman’s disciplined, strategic approach to M&A. Romeo shares how his team sources deals through a bespoke pipeline, aligns incentives with founder-led businesses, and plans integrations that prioritize people and long-term value creation. From cultural diligence to pricing discipline, this episode reveals what it really takes to execute successful deals in a high-touch, people-driven industry.

What You’ll Learn:

How to build and manage a bespoke M&A pipeline
The difference between banker-led and buyer-led deal processes
What cultural alignment looks like in professional services deals
How to structure integration and retention plans to protect long-term value

______________________
This episode is sponsored by DealRoom! Turn your chaos into control.

Tired of chasing updates across spreadsheets and email threads? Discover how DealRoom helps corporate development teams bring order to M&A.
👉 Learn how you can run a repeatable, buyer-led process

___________

Join Kison at the DealMakers Forum in New York City!
This event connects the most active players in M&A and corporate finance. Meet top M&A executives, investors, and deal advisors and discover how senior leaders structure and close high-value deals.

Register Today!
________________________

Episode Chapters

[00:01:00] – John’s career journey and role at Oliver Wyman
[00:04:00] – Purpose of the Oliver Wyman Forum and strategic M&A outlook

[00:09:00] – Oliver Wyman’s M&A philosophy: strategy, culture, math
[00:15:00] – Sourcing strategy: bespoke vs. banker-led deals
[00:20:00] – How they build a deal pipeline and prioritize targets
[00:24:00] – Building long-term relationships with potential targets
[00:30:00] – Aligning incentives and structuring fair deal terms
[00:34:00] – Real-world example: Oliver Wyman’s acquisition of Avascent
[00:39:00] – Integration best practices and measuring success
[00:44:00] – Retention strategy for people-based businesses
[00:47:00] – Applying lessons from private equity to internal M&A
[00:50:00] – Creating an M&A culture across the organization

Questions, comments, concerns?
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How to Get Investors Onboard: What Founders Need to Know Part 2 with Stew Campbell 0

May 22, 2025

Stew Campbell, Partner at The Chernin Group

In Part 2, Stew Campbell returns to share tactical guidance for founders evaluating outside capital. We dive deep into how to run a founder-led investor process, what to watch for in term sheets, and how to build long-term wealth while scaling a founder-led business. Stew breaks down growth equity vs. private equity, investor diligence, and how to choose a partner who accelerates—not limits—your next chapter. This episode is a must-listen for any operator planning a recap, acquisition, or capital raise in the next 1–3 years.

Things You’ll Learn:

How to run a founder-led competitive investor process
What to ask when evaluating potential investors and term sheets
How to align capital strategy with long-term wealth goals
Ways great investors create real value beyond the check

Episode Chapters

[00:04:00] - What happens when firms break process and push early

[00:05:00] - Building long-term relationships before you transact
[00:08:30] - IOI vs. LOI: How to solicit and compare offers

[00:09:30] - The three most important terms to negotiate

[00:12:30] - Founder control, redemption timelines, and board dynamics

[00:15:00] - Setting personal wealth goals alongside business strategy

[00:19:30] - Case study: How one founder gave back to their community

[00:21:30] - Challenging assumptions around recap timing

[00:27:00] - How to get the most value from investor advisors

[00:34:30] - Bootstrap vs. venture-backed founder mindsets

[00:46:30] - Craziest things seen in M&A: Founder stories & deal drama

Questions, comments, concerns?
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Growth Equity vs. PE vs. VC: What Founders Need to Know Part 1 with Stew Campbell 0

May 19, 2025

Stew Campbell, Partner at The Chernin Group

In this episode of M&A Science, host Kison Patel sits down with Stew Campbell to explore how growth equity supports founder-led companies beyond just capital. Stew shares lessons from his career helping businesses scale while preserving their culture and mission. They discuss how founders should think about their boards, when to consider a minority recap, what separates elite investors, and how to navigate noisy capital markets with clarity and confidence.

Whether you're a founder eyeing your next stage of growth or an operator thinking through the right partner, this episode unpacks how to scale with intention.

Things you will learn:

What a value-creating board actually looks like—and how to build one
How to differentiate growth equity, private equity, and venture capital
When to consider a minority recap—and how to structure it
Why investor relationships are a long game and how to run your own "unbanked process"

__________
Turn Your Chaos into Control:
Tired of chasing updates across spreadsheets and email threads? Discover how DealRoom helps corporate development teams bring order to M&A.

👉 Learn how you can run a repeatable, buyer-led process.
____________

Episode Timestamps

[00:01:00] – Stew’s background and approach to founder-led growth equity
[00:04:30] – The evolving role of boards in high-growth companies
[00:07:00] – How a board should operate: collaboration, not control
[00:10:30] – Case study: Epic Gardening and M&A-driven growth
[00:13:30] – Case study: SmartSign and defensive M&A strategy
[00:15:30] – Vetting investors: reputation, value creation, and timelines
[00:20:00] – How associates should add value in early-stage investor conversations
[00:22:30] – What makes a high-performing board: North Star alignment
[00:26:30] – Challenges with multi-investor boards and competing agendas
[00:28:00] – The differences between growth equity, venture capital, and private equity
[00:33:00] – Structuring a minority recap: how to think about terms, timing, and alignment
[00:40:00] – How to run your own competitive process without a banker

Questions, comments, concerns?
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How Private Equity Firms Structure M&A Deals with Jon Dhanawade 0

May 8, 2025

Jon Dhanawade, Private Equity M&A Partner at Mayer Brown

In this episode of M&A Science, Kison Patel sits down with Jon Dhanawade to unpack how private equity firms structure M&A deals—what works, what doesn’t, and how to manage risk every step of the way. Jon brings legal insight from both sides of the table, sharing practical strategies for aligning deal terms with investment objectives, mitigating downside risk, and building strong seller relationships. Whether you’re a corporate buyer or a fund-backed operator, this episode will help sharpen your deal judgment and show you what it takes to get complex deals over the finish line.

💡What You’ll Learn

🔹 How PE firms use rollover equity, seller notes, and earnouts to align incentives

🔹 Legal red flags to watch for in M&A diligence (and how to catch them early)

🔹 How to negotiate LOIs without boxing yourself in

🔹 Common structuring mistakes and how top deal lawyers avoid them

_______________

💡Try FirmRoom for Free

This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

Get started with your free trial today at firmroom.com!

_______________

Episode Chapters

[00:01:00] Intro to Jon’s role at Mayer Brown and teaching at Northwestern
[00:03:00] The evolution of PE deal types and market uncertainty
[00:05:00] How Jon prepares students to be effective transactional lawyers
[00:06:30] Strategic vs. PE buyers: What’s different for lawyers
[00:09:00] Rise of private credit and bespoke capital structures
[00:12:00] How PE firms approach platform vs. add-on acquisitions
[00:16:00] Portfolio enhancement strategies during slow markets
[00:17:00] Comparing seller notes, earnouts, and rollover equity
[00:29:00] Structuring LOIs to preserve flexibility and manage risk
[00:41:00] Designing earnouts tied to transition or integration milestones
[00:52:00] Legal red flags in diligence: contracts, consents, liabilities
[00:57:00] Biggest deal mistakes and how to avoid them

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How ZRG’s CEO Built a 17-Deal M&A Engine with Larry Hartmann 0

May 1, 2025

Larry Hartmann, CEO of ZRG Partners

Larry Hartman, CEO of ZRG Partners dives into aligning strategic M&A with scalable growth. Larry shares how he transformed ZRG into one of the fastest-growing executive search and talent advisory firms through 17 acquisitions in just four years. They break down how to compete with strategic buyers, incentivize founders post-close, maintain deal momentum, and choose the right private equity partner to fuel long-term value.

Things You Will Learn

How to compete with strategics and win deals through culture and upside
Structuring founder incentives: equity, earnouts, employment, and non-competes
Why proprietary deal flow beats auction processes—and how to build it
The role of private equity in accelerating M&A strategy and funding

________
Try FirmRoom for Free
This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

Get started with your free trial today!
________

Episode Chapters:

[00:01:00] – Larry’s entrepreneurial background and ZRG’s origin story

[00:03:30] – Lessons from being acquired by American Express

[00:04:30] – Competing with strategics: The second bite of the apple and culture

[00:07:00] – Keeping founders engaged post-close with rollover equity and vision

[00:09:30] – When M&A became central to ZRG’s growth strategy

[00:11:30] – Building the internal M&A team: CFO, corp dev, and beyond

[00:14:00] – Structuring founder incentives and employment contracts

[00:18:30] – Buyer-Led M&A in action: Vision planning and relationship-building

[00:24:30] – Retaining and incentivizing key non-founder talent

[00:30:30] – ZRG’s approach to integration: Do no harm, add value gradually

[00:35:00] – Managing valuation gaps and founder expectations

[00:43:30] – Finding the right PE partner and running a dual-track growth strategy

Download this Episode

4 Ways to Grow a Multi-Site Business While Protecting Core Values with Clare Roberts 0

Apr 28, 2025

Clare Roberts OBE, Founder and CEO at Kids Planet

In this episode of M&A Science, Clare Roberts shares her journey of founding Kids Planet and growing it into one of the UK’s largest childcare providers with 225 nurseries. She reveals how she balanced organic growth with strategic acquisitions while staying true to her company’s values. Clare discusses the importance of culture in M&A, managing seller relationships, and how to maintain operational quality during rapid expansion. If you’re scaling a business and want to do it without losing sight of what matters most, this is an episode for you.

Things you will learn:

How to maintain company culture during rapid M&A growth
The benefits of blending organic growth with acquisitions
How to build trust with sellers and integrate their teams smoothly
Why proactive leadership and transparency are key to successful integrations

Episode Chapters

[00:01:00] Clare’s background and founding story of Kids Planet
[00:09:30] Transitioning from private investment to private equity support
[00:12:00] Lessons on choosing the right PE partner beyond capital
[00:15:00] Sourcing deals and balancing culture fit in acquisitions
[00:23:00] Typical deal structures: flexibility with freehold vs. leasehold
[00:26:00] Buyer-led M&A: simplifying the process for sellers and prepping for integration
[00:29:00] Integration strategy and the role of personalized support
[00:32:00] Embedding and maintaining culture in newly acquired businesses
[00:37:30] Common challenges post-acquisition and how to solve them
[00:43:00] Exploring international expansion and lessons from growing in new markets
[00:46:30] Clare’s advice for new roll-up strategies and maintaining operational quality
[00:49:30] Craziest things seen in M&A and why lifestyle businesses pose risks

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Managing Risks and Liabilities in M&A with Tina Kassangana 0

Apr 24, 2025

Tina Kassangana, Corporate & M&A Lawyer, Associate at Moritt Hock & Hamroff LLP

Tina Kassangana joins usto explore how legal counsel manages risk throughout the M&A lifecycle. With firsthand insight from a practicing M&A attorney, this conversation dives into the real-world complexities of diligence, purchase agreement structuring, reps and warranties, and navigating disputes post-close. Whether you're a first-time buyer or a seasoned dealmaker, Tina offers sharp, practical guidance that demystifies the legal side of dealmaking.

Things you will learn:

The three main stages where legal risks arise in M&A—and how to mitigate them
Why reps and warranties clauses and disclosure schedules are critical
How to align buyer-seller expectations in earnouts and seller financing
Legal strategies to prevent conflicts in multi-agreement deals

Bookmarks

Intro and Tina’s Background – [00:01:00]

Early M&A Risk Identification – [00:05:00]

Buy-Side LOI and Risk Management Roleplay – [00:06:30]

Earnouts vs. Seller Financing and Structuring Strategy – [00:08:00]

Escrow, Reps and Warranties Insurance Deep Dive – [00:11:00]

Asset vs. Stock Deals and Contract Transfer Issues – [00:13:00]

Post-Close Risk & Working Capital Disputes – [00:25:30]

Disclosure Schedules and Rep Breaches – [00:28:30]

Conflicting Terms in Multi-Agreement Deals – [00:35:00]

Post-Close Litigation Triggers (Earnouts, Employment, Equity) – [00:38:00]

Jurisdictional Conflicts and Governing Law – [00:39:00]

How AI Is Changing Contract Analysis – [00:55:00]

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How to Build a Global M&A Machine with Local Expertise Part 2 0

Apr 14, 2025

Sindre Talleraas Holen, Head of M&A at Visma

In Part 2 of this global M&A masterclass, Sindre Holen pulls back the curtain on Visma’s deal execution strategy, valuation methodology, and post-close philosophy. Visma has quietly become one of the most disciplined and prolific acquirers in Europe and LATAM. How? Through extreme clarity on what they buy, why they buy it, and how they operate post-close.

Sindre and Kison dig into the nuance of buying software companies in different geographies, how Visma thinks about valuation (hint: rule of 40—and sometimes 50—matters), and why the company chooses to “onboard” rather than “integrate.” This episode is a candid, behind-the-scenes look at how to structure deals, manage cultural differences, and stay true to a scalable M&A playbook.

Things you will learn:

How Visma sets valuation ranges across different growth brackets and geographies
Rule of 40 vs. Rule of 50 and how it impacts multiples
Why Visma prefers local advisors over centralized consultants in new markets
Inside Visma’s onboarding vs. integration philosophy

_______________

What is the Buyer-Led M&A™ Virtual Summit

Only two weeks left to register!
This half-day event brings together corporate development leaders and M&A experts to explore Buyer-Led M&A™, showing how you can take control of every stage of the deal.

Register Now: DealRoom.net/Summit

________

Learn why you Shouldn't use Excel for Dilligence

If you’re bouncing between Excel trackers, email threads, shared drives, and separate VDR, you’re not alone-but you are wasting time. Join us for 20 minutes of practical ways to save hours, stay on track, and move deals forward faster.

Join us live and see the difference. Register Now

________

Bookmarks

[00:00:00] – Recap and Starting Part 2: Risk Awareness in Global M&A

[00:01:30] – Analysis Paralysis: Knowing When to Say Yes or No

[00:04:30] – Visma’s Scalable Diligence Function & Internal Capabilities

[00:06:00] – Tapping Freelancers, Ex-Corp Dev Talent for First-Time Deals

[00:07:30] – The Strategic Spectrum: PE Mindset vs. Strategic Buyer

[00:09:00] – Visma’s “Onboarding,” Not “Integration” Philosophy

[00:11:00] – Building Long-Term Founder Relationships Post-Close

[00:13:00] – Standardization: Reporting, Tech, and Cybersecurity Rigor

[00:14:30] – The Rule of 40... or 50? And Why It Matters

[00:20:00] – Earnouts: Bridging Price Expectations Through Growth

[00:28:30] – Closing Over 90% of LOIs: Visma’s High Deal Certainty

[00:30:00] – What to Do Before Entering a New Geography

[00:33:30] – Leveraging Local Advisors, Bankers & Cultural Guides

[00:39:30] – Visma’s Expansion Into Latin America via Accidental Entry

[00:41:00] – Why LATAM is Surprisingly Ahead in SaaS & Regulation

[00:43:00] – The Role of Humility and Trust in Global Expansion

[00:46:30] – Trends in SaaS M&A: Consolidators, Rollups & Capital Influx

[00:49:00] – Craziest M&A Deal Toy: A Stuffed Eagle

Download this Episode

How to Build a Global M&A Machine with Sindre Talleraas Holen Part 1 0

Apr 10, 2025

Sindre Talleraas Holen, Head of M&A at Visma

In Part 1 of this two-part episode, Kison sits down with Sindre from Visma, one of Europe’s most active acquirers in the B2B SaaS space. With over 350+ acquisitions under its belt and a stronghold across Europe and Latin America, Visma has cracked the code for scaling globally while maintaining local authenticity.

Sindre shares how Visma transformed its M&A function from a two-man team to a global machine spanning 20 M&A professionals—and 16,000 employees acting as an extended sourcing engine. He walks through Visma’s origin story rooted in M&A, how a bold cold email launched his own career, and the foundational philosophies behind Visma’s buyer-led approach to deal execution.

Think You'll Learn:

The surprising power of a cold email—and how it helped launch Visma’s M&A team
Why Visma prioritizes local presence and cultural nuance in M&A sourcing and negotiation
How internal alignment and operational champions drive deal success
The three golden rules for successful M&A at Visma

_______________

What is the Buyer-Led M&A™ Virtual Summit

Only two weeks left to register!
This half-day event brings together corporate development leaders and M&A experts to explore Buyer-Led M&A™, showing how you can take control of every stage of the deal.

Register Now: DealRoom.net/Summit

________

Learn why you Shouldn't use Excel for Dilligence

If you’re bouncing between Excel trackers, email threads, shared drives, and separate VDR, you’re not alone-but you are wasting time. Join us for 20 minutes of practical ways to save hours, stay on track, and move deals forward faster.

Join us live and see the difference. Register Now

________

Episode Timestamps:

[00:00:00] – Introduction to the Guest & Visma’s M&A History
[00:03:30] – The €100M Sale That Funded Visma’s Acquisition Journey
[00:05:00] – Sindre’s Bold Cold Email That Launched His M&A Career
[00:09:00] – The Three Pillars of Visma’s M&A Approach
[00:10:00] – Aligning Deals with Equity Story & Internal Champions
[00:12:00] – Why M&A Is Always Local: Cultural & Regional Nuances
[00:16:00] – Building a Global M&A Team Embedded in Each Region
[00:17:30] – Trust and Cultural Dynamics in Deal-Making
[00:20:00] – Evolving from Seller-Led to Buyer-Led M&A Strategy
[00:21:30] – Proactive Deal Sourcing and Filtering Inbound Leads
[00:27:00] – Building Trust with Local Sellers & Country-by-Country Differences
[00:29:30] – Rapid Acquisitions vs. Long-Term Relationship Deals
[00:31:00] – Case Example: 13-Year Dialogue Before Acquisition
[00:35:00] – Country-Specific Negotiation Dynamics & Deal Structures
[00:38:00] – Advice for First-Time International Buyer

Download this Episode

Private Equity in Healthcare: Legal Challenges and Best Practices for 2025 with Andrew Bab 0

Apr 3, 2025

Andrew Bab, Partner & Co-Chair of the Healthcare Group at Debevoise & Plimpton LLP

In this episode of M&A Science, Andrew Bab joins Kison Patel live in New York to dive into the fast-changing legal landscape facing private equity deals in healthcare. From emerging state-level regulations and reverse CFIUS to FDA policy shifts and CVR litigation, Andrew offers a masterclass in legal diligence and deal structuring. They also explore how political scrutiny and increasing regulatory complexity are driving the need for more proactive, buyer-led approaches in healthcare M&A.

Things you will learn:

How state-level regulation is changing the game for healthcare deals
What private equity needs to know about DEI rollbacks and False Claims Act liability
Impacts of recent Delaware case law and why some firms are leaving the state
When to use CVRs in pharma M&A and the litigation risks they carry
How new HSR rules and antitrust dynamics are shifting auction timelines

_______________

What is the Buyer-Led M&A™ Virtual Summit

This isn’t just another webinar—it’s an interactive experience designed to give you the tools and strategies to lead your M&A deals with confidence. This half-day event brings together corporate development leaders and M&A experts to explore Buyer-Led M&A™, showing how you can take control of every stage of the deal.

Register Now: DealRoom.net/Summit

________

Episode Timestamps:

[00:01:30] Andrew’s background and overview of Debevoise & Plimpton’s healthcare practice

[00:03:00] Regulatory updates: DEI rollbacks, reverse CFIUS, foreign direct investment

[00:05:30] National security laws expanding into tech, steel, and social media

[00:06:00] Antitrust enforcement differences between Trump and Biden administrations

[00:09:00] Delaware case law: MFW, Molus, Crispo and corporate governance implications

[00:15:00] State-level regulation of healthcare deals (e.g., CA OHCA, MA law)

[00:18:30] FDA’s AI guidance and post-Chevron court deference

[00:21:00] CVRs in pharma: structuring, litigation risk, and buyer incentives

[00:29:00] Put/call deal structures for PE–strategic healthcare partnerships

[00:32:30] HSR form overhaul and implications for auction vs. proprietary deals

[00:34:30] Increased scrutiny of PE under False Claims Act and integration risk

[00:44:00] Political scrutiny of PE in healthcare and rising public pressure

[00:47:00] “Craziest M&A moment” – Mercury in the House of Orion delays closing

Download this Episode

How to Navigate Bankruptcy and Restructuring in M&A 0

Mar 27, 2025

Ben Beller, Partner at Sullivan & Cromwell LLP

Ben Beller, Partner at Sullivan & Cromwell LLP, joins the podcast to walk through how companies can strategically navigate bankruptcy and restructuring during M&A. Drawing from experience on major cases like FTX and Silicon Valley Bank, Ben shares practical insights into Chapter 11 processes, planning strategies, liability management transactions, and how buyers can successfully acquire distressed assets. A must-listen for corporate development professionals, acquirers, and M&A legal teams looking to build competency around distressed transactions.

Things you will learn:

The differences between Chapter 7, 11, and 13 bankruptcies and when to use each
How liability management transactions work and their growing role in restructuring
What buyers need to know about acquiring businesses in bankruptcy

_______________

What is the Buyer-Led M&A™ Virtual Summit

________
This episode is sponsored by FirmRoom. The World’s Most Intuitive Virtual Data Room With AI Contract Analysis No Per-Page Fees. No B.S. Just Smarter, Faster Deals.

Get started with your free trial today!
________

Episode Timestamps:

[00:04:00] Ben Beller’s background and major bankruptcy cases (FTX, SVB, Mallinckrodt)

[00:07:30] Chapter 7 vs. Chapter 11 – key differences

[00:11:30] Signs companies should begin planning for bankruptcy

[00:14:00] Prepackaged vs. prearranged vs. freefall bankruptcies

[00:17:30] Importance of lender relationships and communication

[00:22:00] Role of private credit and debt trading in distressed situations

[00:28:00] Liability management transactions explained: dropdowns, up tiers, and more

[00:35:00] Trends in liability management and how they defer bankruptcy

[00:41:00] M&A in bankruptcy: How buyers can seize opportunities

[00:46:30] Understanding stalking horse bids and auction dynamics

[00:54:30] Common mistakes in buying businesses out of bankruptcy

[01:01:00] Bankruptcy reform trends and cost implications

Download this Episode

How to be a Serial Acquirer from Scratch 0

Mar 24, 2025

Ashish Achlerkar, Founder and Chairman at NearU

Starting a business from scratch is challenging, but Ashish Achlerkar, Founder and Chairman of NearU, took a unique path—leveraging M&A as a tool for entrepreneurship. In this episode of the M&A Science Podcast, Ashish shares how he transitioned from investment banking to building a multi-state, multi-million-dollar business in the skilled trades industry.

Ashish’s journey is a masterclass in leveraging M&A for business expansion, focusing on strategic acquisitions, cultural alignment, and operational efficiency to build a thriving company in an industry ripe for disruption.

Things you will learn:

Entrepreneurship through acquisition – Why M&A is a tool, not an end goal
How to evaluate industries for acquisition – Why the skilled trades industry was the perfect fit
Building a scalable business post-acquisition – The importance of training and technology
Working with private equity – How to find the right partner and maintain control

What is the Buyer-Led M&A™ Virtual Summit

Episode Timestamps:

[00:01:30] Ashish’s Journey from Banking to Entrepreneurship
[00:02:30] Lessons Learned from the Entrepreneurial Journey
[00:07:00] Defining Purpose and the ‘Why’ Behind Entrepreneurship
[00:10:30] Making the Leap from Corporate to Startup Life
[00:13:00] Selecting a Sector Through First Principles Thinking
[00:18:00] Building the Investment Thesis for NearU
[00:26:30] Executing the First Deal with a Bootstrap Approach
[00:31:30] Sourcing Deals Through Relationships & Reputation
[00:37:00] Challenges in Early and Scaling Phases
[00:40:00] Working with Private Equity While Preserving Vision
[00:48:00] Final Reflections: Transparency, Integrity & Doing the Right Thing

Download this Episode

The People-Centric Approach to M&A Success 0

Mar 17, 2025

Michael Hoy, Executive Vice Chairman, Great Day Improvements

In this episode of the M&A Science Podcast, Michael Hoy, Executive Vice Chairman of Great Day Improvements, joins Kison Patel to discuss how a people-first approach drives M&A success. With 4,500 employees and $1.5 billion in revenue, Great Day Improvements has grown through strategic acquisitions while maintaining a strong culture. Michael shares insights on harmonizing financials post-acquisition, leveraging growth synergies instead of cost-cutting, and building trust to ensure smooth integrations.

Things you will learn:

How to scale M&A by focusing on people instead of cost-cutting
The importance of trust-building and transparency in integrations
Why aligning financials and data early ensures a smoother transition
How to foster a culture that drives sustainable growth

___________________________________________

Save your seat at the Buyer-Led M&A Masterclass to gain practical strategies to take control, reduce inefficiencies, and drive lasting value in your deals.

https://hubs.ly/Q03bF7vS0

___________________________________________

Trailer Timestamps:

[02:00] Introduction to Michael Hoy and Great Day Improvements

[05:04] The value of a people-first M&A strategy

[07:09] Leveraging growth synergies instead of cost-cutting

[16:14] Building a strong referral-based growth model

[23:11] Aligning financials post-acquisition

[35:05] The decision-making philosophy

[42:30] Importance of trust and transparency in integrations

[50:45] Cultural challenges in M&A and lessons learned

Download this Episode

Mastering Serial Acquisitions 0

Mar 10, 2025

Gwen Pope, Senior Managing Partner and Head of Platform Solutions Tiger Team M&A and Tracie Smith, Senior Partner and Head of GTM Solutions at Tiger Team M&A

Together, Gwen and Tracie dive into the complexities of serial acquisitions, discussing how large strategic acquirers can develop repeatable frameworks to streamline execution and maximize deal value.

From building a North Star strategy to decision-making frameworks, they cover what it takes to successfully integrate multiple acquisitions while maintaining strategic alignment. Whether you're leading M&A for a large enterprise or looking to optimize your acquisition playbook, this episode is packed with insights on structuring M&A functions, avoiding common integration pitfalls, and ensuring leadership alignment.

Things you will learn:

How to structure an M&A function for repeatable success
Why decision-making frameworks are crucial for integration
The role of executive leadership alignment in deal execution

This episode is sponsored by DealRoom BI. Harness the power of real-time data to make data-driven decisions by building, visualizing, and sharing interactive M&A reports seamlessly. Visit DealRoom.net to learn more.

Episode Chapters

[00:00:00] – Introduction

[00:02:00] – The backgrounds of Gwen Pope and Tracie Smith

[00:05:30] – Common integration challenges for large serial acquirers

[00:08:30] – The importance of a repeatable M&A model

[00:14:00] – Why education is key for executive leadership teams

[00:18:30] – Overcoming integration fatigue and long-tail execution

[00:26:00] – Structuring an M&A function: centralized vs. decentralized models

[00:36:00] – How to establish a decision-making framework

[00:49:00] – Handling unexpected challenges and reducing reliance on leadership for decisions

[00:56:00] – Why a decision log is essential for integration success

[01:05:30] – Crazy M&A stories and key lessons learned

Download this Episode

How to Navigate Antitrust Complexities in M&A 0

Feb 24, 2025

Kaj Rozga, Senior Antitrust Counsel at ABB

Antitrust scrutiny in M&A is at an all-time high, and companies must be prepared to navigate evolving regulatory challenges. Kaj Rozga, Senior Antitrust Counsel at ABB, brings a unique perspective, having worked both inside the FTC and in private practice, advising on antitrust strategy, compliance, and M&A transactions.

In this episode of the M&A Science Podcast, Kaj breaks down the latest antitrust trends, regulatory risks, and strategic approaches to managing antitrust concerns in M&A. He shares how dealmakers can proactively assess risk, structure deals to mitigate scrutiny, and use antitrust as a negotiation tool.

Thing’s you will learn:

Antitrust in M&A – What business leaders need to know
How regulators evaluate mergers – Key triggers for scrutiny
Industry rollups & market consolidation – Why private equity is under the microscope
Navigating second requests & regulatory delays – How to prepare for costly reviews
What not to do between sign and close

_________________________________

This episode is sponsored by Buyer-Led M&A™. Take control of your deals.
_________________________________

Episode Timestamps:

00:02:30 - Guest Introduction: Kaj Rozga’s Background & ABB Overview
00:07:00 - Antitrust Trends: Government Levers & Key Enforcement Themes
00:13:00 - Substantive Antitrust Challenges: Vertical Competition, Industry Roll-ups & Expanded Deal Horizon
00:21:00 - Government Positioning & Impact on Deals
00:30:00 - Mandatory Filings & Second Requests
00:38:00 - Best Practices for Document Control & Risk Mitigation in M&A
00:48:00 - Gun-Jumping & Pre-Closing Coordination: Managing Compliance Risks
00:54:00 - Structuring Deals to Avoid Antitrust Concerns
01:02:00 - Using Antitrust Considerations in Negotiation

Download this Episode

M&A Science

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Episode Timestamps

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Bookmarks

What is the Buyer-Led M&A™ Virtual Summit

Learn why you Shouldn't use Excel for Dilligence

Bookmarks

Think You'll Learn:

What is the Buyer-Led M&A™ Virtual Summit

Learn why you Shouldn't use Excel for Dilligence

What is the Buyer-Led M&A™ Virtual Summit

What is the Buyer-Led M&A™ Virtual Summit

What is the Buyer-Led M&A™ Virtual Summit

Thing’s you will learn: