M&A Science

Dan Caruso, Managing Director, Caruso Ventures; Founding CEO of Zayo Group This is Part 2 of our conversation with Dan Caruso, founder and former CEO of Zayo Group. Be sure to start with Part 1. It covers the Zayo thesis, deal sourcing, structure, and the negotiation playbook, whereas this episode picks up at the execution. Part 2 is about the equity value-creation framework Dan built at Zayo, applying the same IRR math PE firms use for their portfolio companies to daily operating decisions. It replaced budgets and tied every compensation decision to a single equation. It ends with the exit and how Dan put together a competing bid after a buyer consortium locked up the debt market. What You'll Learn How Zayo's integration process matured across 45 deals +  where it broke post- IPO The equity value creation model: the IRR metric that replaced budgets and tied compensation to a single equation Negotiation tactics: countering lower, manufacturing urgency, and splitting the CEO from their investor at the table Culture during integration: one culture, take it or leave it IRR compression as a sell signal and how Dan acted on it before most saw it coming The sell process: engineering a competing bid after buyers locked up the debt market The ICG deal: $8.7M in, $250M out, 18 months Want to apply Dan's framework to your own business? The Intelligence Hub has the Equity Value Creation Operating Model, a step-by-step guide to replacing budget-based management with IRR as your operating compass. Access here.  ____________________ This episode is sponsored by DealRoom M&A Science is heading to ACG DealMax in Las Vegas, April 27–29 and we'd love to see you there. Stop by the booth for a book signing, swag, and a look at what the M&A Science and DealRoom teams have been building. Learn more and save the date: https://hubs.ly/Q043VnNH0 ____________________ Episode Chapters [00:02:28] Public company vs. private: what changed about deal execution. [00:03:40] Negotiation tactics: countering lower, manufacturing urgency, the CEO-investor wedge.  [00:08:15] Integration maturity: how execution evolved across 45+ deals. [00:18:43] Culture: join us or don't.  [00:20:35] Going public: super voting shares, activist investors, and the PR game Dan skipped.  [00:24:40] Post-IPO talent drain and what Dan would restructure in management equity.  [00:29:26] When to sell: reading value compression.  [00:33:03] The sell process: competing bid against a cornered debt market. [00:39:18] The equity value creation model: replacing budgets with IRR. [00:43:29] IRR as a real-time operating metric.  [00:49:50] Cruso Ventures, quantum, space, and Boulder Roots Music Fest. [01:01:06] The ICG deal: $8.7M in, $250M out

Dan Caruso, Managing Director, Caruso Ventures; Founding CEO of Zayo Group Dan Caruso built Zayo from a startup into a $14B+ bandwidth infrastructure platform through 45 acquisitions. In Part 1, he walks through the full buyer-led playbook: how the thesis was built on a contrarian bet that everyone else got wrong, how proprietary deals were sourced through early relationship-building, and why fast integration wasn't a reputation problem — it was a competitive advantage.  He also breaks down the metric trap most roll-up operators fall into: mistaking EBITDA growth for true value creation. If your board is tracking acquisitions individually or your deal structure is loaded with earnouts, this conversation will challenge how you're running the program. What you'll learn: How to identify and build a contrarian acquisition thesis with investor alignment Why proprietary deal flow is a brand and relationship problem, not a sourcing problem How Zayo executed an unsolicited, fully funded offer on a larger public company — and won Why tracking individual acquisitions kills synergies in a roll-up When earnouts hurt more than they help — and what to use instead How clean, all-cash offers win on certainty, not price Dan's approach to thesis validation, investor alignment, and platform value creation is documented in the Roll-Up Readiness Assessment inside the Intelligence Hub, a stage-gated guide built directly from this conversation. Access inside the Intelligence Hub — → Access inside the M&A Science Hub — members only. This episode of M&A Science is presented by DealRoom. DealRoom just automated Pipeline Management with AI so you can spend less time updating deals, and more time working them. Automatically push deal context from Outlook to DealRoom Pipeline and use AI to keep deal target data and tasks updated, so follow-ups never slip through the cracks. No manual logging. No stale pipeline data. See for yourself: https://hubs.ly/Q045fXp50 ____________________ Episode Chapters [00:02:00] Introduction: Dan Caruso and the Zayo Story [00:03:51] Background: From Ma Bell to MFS to Level Three [00:08:58] Lessons from WorldCom: What Fake Value Creation Looks Like [00:10:35] What First-Time Acquirers Get Wrong [00:12:39] Building the Zayo Thesis: Fiber Orphans and Accidental Owners [00:17:20] Raising Capital When You Have a Track Record [00:23:50] What Must Be True for the Thesis to Work [00:26:54] Why EBITDA Doesn't Measure Value Creation [00:29:15] The Danger of Tracking Acquisitions Individually [00:31:17] What Actually Drove Zayo's Success [00:36:10] Convincing Sellers: Proprietary Sourcing and Relationship Strategy [00:45:30] The Above Net Acquisition: Unsolicited, Fully Funded, at a Conference [00:51:02] Negotiation Tactics: Unpredictability, Silence, and Team Play [01:02:16] Deal Structure: Why Zayo Avoided Earnouts [01:03:56] Clean Cash Offers and Certainty of Close

Rodrigo Dominguez Sotomayor, Partner at White & Case LLP Most US buyers approach Latin America M&A the same way they do a domestic deal — optimize the process, close fast, move on. That approach gets deals killed. Rodrigo Dominguez Sotomayor, Partner at White & Case LLP, has spent 25 years closing transactions across every major Latin America market. In this episode, he walks through what actually determines outcomes: antitrust consent timelines, labor regimes that make post-close restructuring expensive, and the relationship dynamics that can unwind a billion-dollar deal a week before signing. What You'll Learn In This Episode:  How a PE fund lost a billion-dollar deal over 2% — and why it was avoidable Why LatAm antitrust approvals can take up to nine months and how to plan around them What no employment-at-will actually costs you post-close Why showing up to a LatAm auction without reps & warranties insurance is a disadvantage How to negotiate with family founders when price isn't what closes the deal Why 80% of Latin America deals now run through auctions Your standard diligence process will miss things that kill LatAm deals — statutory severance you didn't model, title searches that go back a hundred years, antitrust consent timelines that block close for months, auctions where R&W insurance is already expected. Running diligence on a LatAm target right now? The M&A Science Hub has two resources built directly from this episode — the LATAM Diligence Delta Checklist and the Latin America M&A Entry Playbook — plus an AI tutor trained on 400+ practitioner conversations you can pressure-test your current deal against. Members get access before the episode goes public. → Access inside the Intelligence Hub — members only.  This episode is sponsored by DealRoom Stop juggling six different tools to run one deal. DealRoom brings pipeline management, diligence tracking, document sharing, and team collaboration into one platform. Purpose-built for M&A teams who need to move fast without losing control. request your demo today: https://hubs.ly/Q03ZMvQX0 ____________________ Episode Chapters [00:04:26] Rodrigo's background: 25 years across Latin America M&A [00:06:57] How a cross-border acquisition actually starts [00:10:17] Bilateral deals and family-owned businesses [00:12:52] Reading the room: when not to push on numbers [00:14:12] The billion-dollar deal that fell apart over 2% [00:20:02] Antitrust consent regimes across LatAm [00:29:49] The union leader story [00:27:14] Labor, employment, and statutory severance [00:34:04] Reps & warranties insurance: now standard in LatAm [00:38:44] Auction vs. bilateral: the 80/20 split [00:44:01] FinTech opportunity in Latin America [00:48:05] NVCA forms and deal documentation [00:52:48] Post-close integration: what actually determines success [00:55:51] Craziest Thing in M&A

Chrissy Cox, VP & Head of Corporate Development, Booz Allen Hamilton ​​Booz Allen Hamilton didn't build one of the most active acquisition programs in federal tech by waiting for banker inbounds. They built it by showing up years before anyone else. Chrissy Cox has built Booz Allen's corporate development function from scratch and done it twice. Her team was named Deal Team of the Year by the Association for Corporate Growth, and under her leadership, roughly 80% of their acquisitions come from companies they already have a relationship with. That's not luck, it's a system. In this episode, she breaks down exactly how that system works — from pipeline development to cultural diligence to integration ownership — and what most corp dev teams get wrong before they ever get to LOI. What You'll Learn in This Episode How to build a proprietary pipeline that makes you the preferred buyer before a process starts The specific cultural fit questions Chrissy asks — and the one answer that ended a deal on the spot Why she tells founder-led sellers to hire their own banker, even on proprietary deals How to navigate a carve-out when scope is impossible to fully define upfront When spinning out a business beats building it internally The three mistakes that derail most corp dev functions before they find their footing This episode is sponsored by M&A Science Intelligence Hub If you're trying  to move from cold outreach to genuine relationship-building with targets, the Intelligence Hub has the Partner-First Acquisition Evaluation Playbook — a practitioner-built framework for structuring pre-acquisition partnerships, evaluating targets through the lens of existing relationships, and moving from partner to acquirer with conviction. Become an M&A Scientist at www.mascience.com/membership  _____________________ ‍This episode is also sponsored by DealRoom‍ The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress. Request a Demo today: https://hubs.ly/Q03ZMvQX0 ____________________ Episode Chapters  [00:00:00] Intro [00:04:20] Chrissy Cox's path into M&A [00:05:04] Building Booz Allen's corp dev function [00:10:32] How Booz Allen builds a proprietary deal pipeline [00:15:08] The partner-first approach to acquisitions [00:20:31] When founders should consider selling [00:23:49] Why culture can kill a great deal [00:29:40] Carve-out lessons from the PAR Government deal [00:33:24] Why founders should hire bankers [00:43:43] Integration: protect the secret sauce [00:48:01] The biggest mistakes in corporate development [00:49:33] The craziest thing about M&A

Nathan Rust, Senior VP of Corporate Development, Salas O'Brien Salas O'Brien has completed 30+ mergers with a 100% success rate and 93% cumulative leadership retention.  That doesn't happen by accident. Nathan Rust, Senior VP of Corp Dev, explains the system behind those numbers. He shares how they screen bad fits on the first call, why their CEO meets every employee from acquired firms, and how a founder-driven sourcing flywheel attracts inbound deals. In this episode: You'll learn how they screen 200+ opportunities a year down to the ones worth closing, why their initial diligence list is 10 questions, how reverse due diligence works as a real screening tool, and what CEO-led integration meetings mean for retention. The core argument: Cultural fit isn't a soft metric. Believe it or not, it's the primary filter for deals. EBITDA tells you what you're buying, but people tell you whether it survives.  If you run corp dev at a people-intensive business and wonder why your post-close retention doesn't match your pre-close promises, this episode is for you. What You'll Learn in This Episode Why retention is one of the most overlooked risks in M&A How cultural compatibility is assessed during early conversations Why many buyers damage their reputation by retrading deals How equity rollovers align incentives between buyers and sellers Why simplicity in diligence often produces better results How direct outreach and referrals drive proprietary deal flow The role of reverse diligence in evaluating buyer credibility This episode is sponsored by M&A Science If you're struggling to retain founder-led leadership teams post-close, the Hub has frameworks for cultural integration and leadership retention to help you actually deliver on what you promised at signing. Get access at www.mascience.com/membership _____________________ This episode is also sponsored by DealRoom The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress. Request a Demo today: https://hubs.ly/Q03ZMvQX0  ____________________ Episode Chapters  [00:04:40] Nathan's Background & How It Shaped His M&A Philosophy [00:09:25] Why People Are the Primary Deal Filter [00:11:23] The Three Screening Criteria on Every First Call [00:16:51] Earnouts, Equity Rollover, and Employee Ownership [00:21:21] Deal Sourcing: Employee Referrals, Buy-Side Reps, Direct Outreach [00:33:37] How Introductory Calls Actually Run (And Why They're 90% Personal) [00:42:10] The 10-Question Diligence List & Reverse Due Diligence   [00:47:50] Valuation Philosophy — Fair Offers, No Retrading [00:51:10] ESOP Deal Complexity & The Charlotte Deal Story [00:55:00] Integration: Why the CEO Meets Every Employee [00:57:44] The Craziest Thing in M&A 

Mauro Sambati, Partner – Gianni & Origoni Donato Romano, Partner – Gianni & Origoni Italy remains one of Europe's most attractive markets for foreign investment. But cross-border deals in Italy are shaped by regulatory scrutiny, strict labor laws, and unique cultural dynamics that many investors underestimate.  In this episode, Mauro Sambati and Donato Romano, Partners at Gianni & Origoni, explain what it truly takes to structure and close successful transactions in Italy. What You'll Learn in This Episode Why Golden Power must be structured as a condition precedent before closing How strict Italian labor laws impact asset deals and post-closing restructuring The differences in negotiation styles between US, UK, Japanese, and Korean buyers How minority governance protections are typically structured in Italy The evolution from closing accounts to lockbox pricing mechanisms This episode offers a practical perspective for M&A leaders navigating complex decisions where clarity and conviction matter as much as valuation. Listen to the full episode to learn how strategic focus can define billion-dollar outcomes. _____________________ If you're structuring a cross-border deal in Europe, the Hub has practitioner-built playbooks and AI-assisted deal guidance to help you navigate regulatory clearance sequencing, minority governance, and founder transition dynamics. Become an M&A Scientist at www.mascience.com/membership _____________________ This episode is also sponsored by DealRoom DealRoom's State of M&A Report gives you data to back up your M&A priorities. The State of M&A Report reveals the gap between what teams think matters and where the real bottlenecks are. Download it now to get expert insights: https://hubs.ly/Q03ZxRvD0 ____________________ Episode Chapters  [00:02:59] Guest Backgrounds & Italian Legal Market – Introduction to the partners at GOP and how Italy's full-service law firms support cross-border buyers.  [00:08:47] Lessons from Early Cross-Border Deals – Why negotiation strategy, communication, and cultural awareness matter more than technical drafting.   [00:11:03] Golden Power Regulations Explained – How Italy's FDI regime works, what sectors trigger review, and how geopolitical shifts expanded scrutiny.   [00:17:40] Managing Regulatory Risk & Deal Timing – Practical steps for foreign buyers to navigate filings, conditions precedent, and approval timelines.   [00:21:54] Cultural Differences in Buyer Behavior – How Japanese, Korean, UK, and US acquirers differ in speed, hierarchy, and decision-making.   [00:29:46] Common Pitfalls for US Buyers in Italy – Employment law constraints, founder influence, and the risks of moving too fast post-acquisition.  [00:35:40] Deal Sourcing in Italy – The shift from investment bank–led processes to lawyer-driven origination and evolving private equity activity.   [00:42:20] Lockbox vs. Closing Accounts – How Italian deal structures have evolved, why private equity favors lockbox, and the mechanics behind each method.  [00:48:50] Earnouts & Governance Tensions – Structuring short-term earnouts, aligning incentives, and balancing control with seller protections.  [00:57:35] Labor Law & Retention Realities – Why layoffs are complex in Italy, union consultation requirements, and the cultural importance of employee continuity.   [01:03:08] The Craziest Thing in M&A – An Italian founder let employees vote on the preferred buyer, choosing cultural fit over a higher private equity offer.  

President & CEO of The ChemQuest Group. Previously, as VP of Corporate Strategy at Milliken & Company When it comes to billion-dollar deals, success depends less on how much analysis is done and more on how clearly the organization aligns around what truly matters. In this episode of the M&A Science Podcast, Robert Lovegrove, President & CEO of The ChemQuest Group. Previously, as VP of Corporate Strategy at Milliken & Company, shares how one of the company's largest acquisitions was shaped by focus, discipline, and internal alignment. Rather than overwhelming the process with more diligence, leadership centered the decision around four core questions that clarified risk, built conviction, and guided a confident go / no-go decision. Robert also explains how adjacency-based M&A reduced execution risk, why trust mattered more than price in winning the deal, and how treating culture as a deal consideration—rather than an integration afterthought—helped unlock long-term growth. What You'll Learn in This Episode How to create executive alignment in high-stakes M&A decisions The four questions that anchor go / no-go decisions at scale Why adjacency-driven M&A improves confidence and execution How trust can outweigh price in competitive deal processes Why culture should be treated as a deal risk, not an HR issue This episode offers a practical perspective for M&A leaders navigating complex decisions where clarity and conviction matter as much as valuation. Listen to the full episode to learn how strategic focus can define billion-dollar outcomes. _____________________ This episode is brought to you by the M&A Science Intelligence Hub. You know that feeling when you're deep in a deal and something doesn't sit right, but you've already invested weeks into it? The Intelligence Hub helps you think like someone who's walked away from bad deals before — because they have. Pattern recognition from 400+ practitioner interviews, with citations back to the exact conversation. Join the professional membership at mascience.com/membership. _____________________ This episode is also sponsored by DealRoom Stop juggling six different tools to run one deal. DealRoom brings pipeline management, diligence tracking, document sharing, and team collaboration into one platform. Purpose-built for M&A teams who need to move fast without losing control.  Request your demo today:https://hubs.ly/Q03ZMvQX0 ____________________ Episode Chapters  [00:04:24] From Engineer to Strategy Chief – Robert Lovegrove's path from mechanical engineer to VP of Corporate Strategy at a 160-year-old family-owned industrial.  [00:05:23] Designing for Dividends – Reorienting corporate strategy around stable dividend growth instead of pure enterprise value expansion.  [00:09:24] Portfolio Surgery – Using market attractiveness vs. competitive position to rebalance cyclicality and reshape capital allocation.  [00:10:26] The Adjacency Map Framework – Defining "right-to-win" expansion zones across technology, geography, business model, and customer verticals.   [00:13:38] Tollgates Before IOI – Aligning board approval and capital allocation early to enter deals with conviction and certainty.  [00:15:56] Day Two Strategy Integration – Building 7-year strategic plans with acquired teams to create solution co-ownership post-close.  [00:21:07] Soft vs. Hard Synergies – Prioritizing growth conviction and scalable models over traditional cost-cutting synergies.  [00:30:27] Winning with Emotional Alignment – Provoking sellers with vision-led conversations that secure management support—even without the highest bid.   [00:38:09] Four Questions Behind a Billion-Dollar Deal – Testing technology defensibility, customer concentration risk, growth durability, and talent retention. [00:45:37] Capital Allocation Battles – How M&A competes with organic investments across 20 SBUs and dozens of profit centers.  [00:51:16] Customer Awareness as Risk Control – Using third-party market interviews to prevent post-close revenue surprises.  [00:58:50] The Craziest Thing in M&A – An 11th-hour closing crisis triggered by a messy divorce and disputed property title nearly derailing the deal  

Birgitta Elfversson, Non-executive director at Netlight Consulting AB Lars Elfversson, VP/Co-Founder, Netlight Consulting AB In fragmented industries, roll-ups are one of the most powerful strategies available. But high-volume acquisition programs come with hidden risks. Without discipline, complexity can quickly overwhelm value creation. In this episode, Birgitta Elfversson, Non-executive director at Netlight Consulting AB, and Lars Elfversson, VP/Co-Founder, Netlight Consulting AB, share hard-won lessons from building and governing multiple roll-up platforms. Drawing on their experience as operators, board members, and investors, they outline the structural guardrails required to execute consolidation strategies successfully. The conversation goes beyond sourcing and valuation to issues that determine long-term success. What you'll learn: Why small pipelines create dangerous decision pressure How subtle drift reshapes portfolios over time The importance of defining and defending an acquisition framework Why most roll-ups fail because of people, not numbers How inconsistent integration across acquisitions compounds complexity Why clarity (whether full, partial, or no integration) must be defined early and communicated clearly They also discuss governance discipline, board oversight, founder psychology, and the realities of market timing and exit decisions. If you're building or advising a roll-up platform, this episode is a practical guide to avoiding deal fever and installing the guardrails that protect strategy. _____________________ This episode is sponsored by DealRoom The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress. Request a Demo today  ____________________ Become an M&A Scientist: www.mascience.com/membership - $995/year for full access to the Intelligence Hub ____________________ Episode Chapters  [00:02:38] From Organic Builder to PE Rollups – Lars and Birgitta contrast building companies 100% organically vs. scaling through programmatic M&A. [00:10:07] Validating the Rollup Thesis – How PE firms test market fundamentals, recruit operators, and pressure-test early industry hypotheses. [00:13:02] Defining the Acquisition Framework – Setting guardrails on size, profitability, services, and integration logic before chasing deals. [00:15:46] Avoiding Deal Fever with Massive Pipelines – Why long target lists prevent desperation, strategy drift, and "must-win" mistakes. [00:21:07] Saving Your Silver Bullets – How board members influence management without overplaying authority or derailing alignment. [00:23:43] Why Deals Go Off the Rails – How incentives, scarcity, and human bias quietly nudge teams away from original criteria. [00:29:10] Picking the Right Companies to Buy – The three core filters: business model, size compatibility, and profitability profile. [00:46:06] Integration Depth Drives Exit Value – Why partial integration destroys valuation and how buyers now scrutinize ERP, systems, and operational cohesion. [01:01:56] Signing 27 Deals in One Day – A firsthand look at high-velocity rollups and the operational intensity behind scaling platforms. [01:02:37] The Craziest Thing in M&A – Accounting "creativity," forward-recognized revenue, and a deal so distorted it forced a divestiture and loss. ____________________ Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

No guest today. No interview. Just Kison talking directly to you. After 400 episodes and nearly 100 founding members, Kison wanted to give you a real update - where M&A Science has been, what we're building, and where this is going. In this episode: Why episodes are moving to Thursdays How the Intelligence Hub actually works (and why it's better for M&A than ChatGPT) What's coming next: Buyer-Led M&A Certification and Enterprise Intelligence Hub Ways to get involved: Membership and the Deal Leader program If you've been part of this journey, this one's for you. Ready to join? Become an M&A Scientist: www.mascience.com/membership - $995/year for full access to the Intelligence Hub, live sessions, and practitioner community. Limited time: Become a member by March 1st, get $100 to the M&A Science shop.  Want to contribute? Become a Deal Leader (20+ deals required): Email kison@mascience.com

Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe Too many deals fail not because the strategy was wrong, but because execution realities surfaced too late. Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe, is back for part 2. In this portion of the interview, he shares a practitioner's perspective on why integration must inform strategy before a deal is signed, never after. The conversation explores why cultural non-negotiables rarely surface through checklists, how trust shapes execution outcomes, and why early commitments must survive post-close reality. Ciprian explains why integration leaders need to ask smarter questions, and how technology (including AI) should support judgment rather than replace it. This episode is for corp dev leaders, integration managers, and executives who want fewer surprises after close and more durable deal outcomes. If you missed part 1, make sure to catch that first, where we talk about building preliminary integration plans during diligence and why customization beats templates. Then come back for the trust and execution reality in part 2.   Things You'll Learn Why execution constraints should shape deal strategy early How cultural non-negotiables actually surface in diligence The role of trust in integration success Why earnouts often fail when execution reality changes How AI can support integration thinking—if used responsibly _____________________ Hitting pipeline or execution challenges? The State of M&A Report shows what other deal teams are dealing with and how they're adapting.  Download the full report today: https://hubs.ly/Q03ZxRvD0 ____________________ Episode Chapters  [00:04:29] Knowing When to Kill a Deal – Why smart executives walk away when sunk costs, ego, and reputation start driving bad decisions.  [00:05:12] Integration Non-Negotiables – The critical role of a "red team" and trusted challengers in stress-testing deal assumptions early.   [00:05:50] Custom Diligence, Not Checkbox M&A – How tailoring diligence to the deal thesis prevents wasted effort and missed risks.   [00:06:25] The Thousand-Checklist Trap – Why dumping massive integration plans on teams backfires—and how to narrow focus without losing rigor.   [00:07:28] Diligence Should Shape Integration – Aligning integration plans directly to value drivers uncovered during diligence.   [00:10:17] Pre-Signing Integration Plans – Why having a preliminary integration roadmap before signing is essential to execution and accountability.   [00:11:55] Trust Is the Real Integration Currency – How trust matters more after close than before—and how it's easily damaged. [00:15:18] Earn-Outs That Blow Up Trust – How overlapping acquisitions can quietly sabotage earn-outs and poison seller relationships. [00:19:29] When Culture and Ops Both Fail – The red-line rule: why deals with both operational and cultural issues should not get done.   [00:23:03] AI, IP, and the Future of M&A Work – Why technology is becoming commoditized and experience-driven judgment is the real differentiator.   [00:33:58] Defining IP in the Tech Era – Debating whether intellectual property lies in the technology itself or in unique, qualitative content and human insight.  I have a question like what IP  [00:47:10] The Craziest Thing in M&A – A deal dies after buyers are forbidden from entering one room during diligence—raising irreversible trust red flags. ____________________ Questions, comments, concerns? Follow Kison Patel for behind-the-scenes insights on modern M&A.

Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe Most M&A deals fail because integration was "something to figure out later". By the time execution realities, cultural risks, and people impacts surface, the deal is locked, and teams must work around untested assumptions. In this episode of the M&A Science podcast, Ciprian Stan, M&A Integration Manager at SALESIANER Gruppe, explains that integration must be a strategic input to increase chances of success.  Things You'll Learn The importance of involving Integration early in the process Pre LOI preparations and expectations Cultural Diligence and what to look for How to communicate the deal the right way _____________________ Want to know what 100+ deal professionals learned in 2025? The State of M&A 2026 Report by DealRoom breaks down the real challenges, trends, and priorities shaping M&A this year.  Download your copy now: https://hubs.ly/Q03ZxRvD0 ____________________ Episode Chapters  [00:03:38] From Computer Science to M&A Integration – How an engineering background shaped Ciprian's integration mindset. [00:07:41] First Exposure to M&A by Accident – Learning integration the hard way through a CBRE–Johnson Controls acquisition. [00:10:18] Systems Thinking in Integration – Why no single workstream (IT, culture, ops) should dominate integration. [00:13:54] Proactive vs. Reactive Buyers – How deliberate M&A strategy outperforms impulse and competitive-response deals. [00:16:08] What "Good Strategy" Actually Looks Like – Using geographic and capability gaps to drive successful acquisitions. [00:21:40] Why Integration Must Be Involved Early – How late involvement leads to unexecutable deal strategies. [00:23:47] LOI Reality Check – Managing uncertainty, pricing flexibility, and risk before committing to a deal. [00:33:19] Three Schools of Thought on Culture – Ignoring culture, adapting to it, or using it as a value-creation lever. [00:43:53] The Case for Time Between Sign and Close – Why integration planning works best with a deliberate gap before closing. ____________________ Questions, comments, concerns? Follow Kison Patel for behind-the-scenes insights on modern M&A.

Carlos Cesta, Partner at Makanta Services M&A isn't just about closing deals, it's about making the deal actually work.  Carlos Cesta, M&A advisor and founder of his own boutique advisory practice, spent 30 years on the buy-side at Verizon, Dentsu, Presidio, and NP Digital. He's worked 125+ deals across telecom, advertising, and digital marketing. Now he's flipped to advisory, bringing that buy-side operator mindset to entrepreneurs preparing for exit. In this episode of the M&A Science Podcast, Carlos Cesta, Partner at Makanta Services, breaks down how seasoned buyers really think about M&A. Not as a linear process, but as a series of decisions that constantly reshape one another. Carlos shares why strategy is as much about what not to pursue, and he also explains why one-size-fits-all deal templates fail, how earnouts are often misused, and what experienced buyers do differently to protect value after closing. Things You'll Learn: Why M&A strategy also means defining what you WON'T buy  The deal spiral model experienced buyers use How to start integration planning before LOI How to structure earnouts that actually work Using deal structure earnouts as a risk management tool _____________________ 💡Running M&A with a lean team? DealRoom helps you do more with less. Manage your pipeline, coordinate diligence, track deliverables, and keep stakeholders aligned- all in one place. 👉See it in action by requesting a demo:https://hubs.ly/Q03ZMvQX0 ____________________ Episode Chapters  [00:03:34] Carlos Cesta Background – 30 years in corporate development across Verizon, Dentsu, Presidio, and NP Digital with 125+ deals executed. [00:05:27] Standing Up M&A from Zero – What it really takes to build an M&A function when no corporate development muscle exists. [00:09:32] Strategy Before Transactions – Why defining what NOT to buy is more important than chasing opportunistic deals. [00:11:05] Programmatic M&A Through Cycles – How repeatable, strategy-led M&A creates value across economic and technology shifts. [00:14:21] Blending Venture and M&A Thinking – Using VC-style investments to manage disruption and future-proof acquisition strategy. [00:17:23] The Deal Spiral Framework – Why deal structure, diligence, and integration must evolve together, not linearly. [00:21:57] Designing the End State First – Starting with culture, leadership, and go-to-market alignment before signing an LOI. [00:30:21] Creative Earnout Engineering – Structuring earnouts to de-risk deals while aligning seller incentives. [00:36:39] Optimizing for Outcome, Not Closing – Why long-term performance matters more than deal certainty or headline price. [00:59:14] Craziest M&A Story – A cautionary tale about diligence failures involving a meth lab explosion. ____________________ Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

Christian Hassold, Senior Vice President of Corporate Development and Strategic Partnerships at Wpromote x Giant Spoon Christian has been on both sides of M&A as a serial founder and corporate development leader. In this episode, Christian shares his hard-earned lessons about culture as the ultimate deal-breaker in M&A. He breaks down the subtle red flags that founders miss when evaluating acquisition targets, explains why he interviews employees before talking to investors, and shares the fascinating story of acquiring a competitor that was shutting down—where culture assessment made all the difference. Christian also introduces his 5-pillar lean M&A framework and explains why "commit to close" doesn't mean ignoring red flags, but rather cataloging them until you have enough evidence that culture fit is fundamentally broken.   Things You'll Learn Why interviewing employees before investors reveals the real culture story—and the specific red flags that signal a deal should stop  How to distinguish between fixable cultural friction and fundamental misalignment that will crater post-merger integration The "commit to close" philosophy that balances conviction with cataloging red flags—knowing when three strikes means you walk away _____________ 💡Stop juggling six different tools to run one deal. DealRoom brings pipeline management, diligence tracking, document sharing, and team collaboration into one platform. Purpose-built for M&A teams who need to move fast without losing control. 👉Request your demo today:https://hubs.ly/Q03ZMvQX0 _____________  Episode Chapters [00:03:00] The Entrepreneur's Path to Corporate Development – How building and selling three companies shaped Christian's view on culture fit [00:10:30] Three Things I Wish I Knew Before My First Deal – Why assuming nothing about culture and motivations is critical [00:13:00] The Lean M&A Framework for Culture Assessment – Five pillars that put people and culture at the center of deal evaluation [00:16:00] Deep Dive the Business: Beyond Numbers – Why talking to customers and employees reveals culture gaps before they kill deals [00:22:30] Commit to Close vs. Catalog Red Flags – When dishonesty, fraud, or culture misalignment should stop a deal immediately [00:27:00] Culture as the Ultimate Deal-Breaker – The difference between management style preferences and irreconcilable cultural dysfunction [00:31:00] Post-Merger Integration Starts Day One – Why the PMI team needs a front-row seat on culture assessment from the IOI forward [00:54:30] The Hub Logics Story: Interviewing Employees First – How Christian uncovered the real reasons a competitor failed by talking to the team [01:12:18] The Craziest M&A Story – AI-driven M&A is redefining tech valuations—exits are now priced at multiples of capital raised rather than traditional ARR or EBITDA.   Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

Donara Jaghinyan – Transformation and Integration Leader Donara Jaghinyan, returns for Part 2 of our conversation on what actually breaks integrations after the deal closes. This episode tackles the messy reality of post-merger execution: integration debt that piles up when long-tail items don't get done, change management as a practical framework (not corporate fluff), and the cultural friction that surfaces in cross-border deals. Donara shares firsthand experiences navigating gender-based hierarchy in Middle Eastern TSA negotiations, building trust across geographies, and managing the communication breakdowns that create employee uncertainty. If you missed Part 1, listen to that first—then come back for the operational realities that determine whether your deal actually delivers value. Things You'll Learn What integration debt actually is and why long-tail items get forgotten six months post-close without a formal tracking system Change management as a framework, not fluff—identifying friction points, enabling change agents, and communicating up to seven times before messages reach end users Cross-border cultural challenges that don't show up in diligence, including hierarchy-based decision-making and relationship-building strategies that work globally  _____________ 💡 Today's Episode is Sponsored by DealRoom The best M&A teams close deals faster...not because they work harder, but because they have better systems. DealRoom helps you manage your entire deal lifecycle from target identification through close. No more hunting for documents or wondering what's blocking progress.  👉Request a Demo today: https://hubs.ly/Q03ZMvQX0 __________________ Episode Chapters [00:02:00] What Is Integration Debt and Why Track It – Long-tail items that don't close in 90 days and how to prevent them from getting lost after handoff [00:04:00] Change Management: Framework, Not Fluff – How change management sits on top of integration like Agile and why it's about experience, not just execution [00:06:00] Culture Isn't a Scapegoat—It's Strategy – Three approaches to culture in M&A: old-school "figure it out," progressive tailoring, and proactive culture transformation [00:11:00] Implementing Change Management from Scratch – Surveys, assessments, and identifying change agents who can influence adoption before mass rollout [00:17:30] US Work Standards Don't Translate Globally – Why European lunch breaks and Middle Eastern approval hierarchies require adaptation, not enforcement [00:19:00] Gender and Hierarchy in Cross-Border TSAs – Donara's experience navigating decision-making challenges as a woman in Middle Eastern TSA negotiations [00:21:00] Building Trust Across Borders – Human connections that smooth working relationships and create execution momentum [00:24:00] Where Friction Actually Shows Up – Communication gaps, leadership changes, and employee uncertainty that derail integration plans [00:27:00] What Goes Wrong and How to Go Fast – Delays, plan shifts, leadership turnover, and why IMOs push back on unrealistic timelines [00:30:00] The Craziest Things in M&A – From TSAs resolved by title hierarchy to founders walking away from earn-outs mid-integration.   Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.  

Donara 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  _____________ 💡 Tired of spending weeks organizing seller documents and building diligence checklists from scratch? DealRoom helps M&A teams cut manual review time and move faster through diligence. Automatically organize messy data rooms, surface risks earlier, and generate tailored diligence requests in seconds—so your team can focus on analysis, not admin work.  👉 See how AI can streamline your next deal: dealroom.net/ai __________________ 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 Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

Andy Cohen, Vice President of Corporate Development at F5 Andy has built a career that proves M&A is fundamentally about relationships, not just transactions. With 30 years of experience and 60 deals closed across high-growth tech companies including Citrix, Acquia, and F5, Andy has cultivated the kind of reputation where every CEO he's worked with will take his call tomorrow. In this conversation, he reveals why zero-sum thinking kills deals, how to convince people to sell without convincing them to sell, and why walking away on principle matters more than closing at any cost.  Things you will learn:  Why reputation is your most valuable M&A asset The shift from zero-sum to win-enough thinking Learn Andy's approach to using due diligence as the foundation for integration strategy, cultural fit assessment, and long-term value creation.  _____________ 💡 Tired of spending weeks organizing seller documents and building diligence checklists from scratch? DealRoom helps M&A teams cut manual review time and move faster through diligence. Automatically organize messy data rooms, surface risks earlier, and generate tailored diligence requests in seconds—so your team can focus on analysis, not admin work.  👉 See how AI can streamline your next deal: dealroom.net/ai __________________ This episode is brought to you by S&P Global. Today's episode of M&A Science is brought to you by S&P Global Market Intelligence. If you're in corp dev or PE, you know the pain — good private company data is hard to come by. Everyone's still chasing clean, reliable, up-to-date data. I started out using CapIQ Pro for public comps, but didn't realize until recently how deep their private company coverage has gotten. Over 58 million private companies, global reach, and actually usable for real deal work. This isn't surface-level. You get real metrics — ownership, financials, funding rounds, even asset-level insights. So if you're still toggling between a dozen tools trying to piece together the picture, maybe it's time to stop guessing and start sourcing better. Learn More Here: https://www.spglobal.com/market-intelligence/en/solutions/products/private-company-data?utm_source=podcast&utm_medium=video&utm_campaign=MAScienceH225 _____________ Episode Timestamps [00:02:30] The Empathy Advantage – Why sitting in every seat at the M&A table gives you the perspective to close better deals. [00:04:00] Zero-Sum Thinking Will Kill Your Deals – The mindset shift from "winning" to ensuring everyone gets enough of what they want. [00:07:30] Building Relationships That Actually Drive Deals – How a 30-year network of bankers, VCs, and former CEOs creates proprietary deal flow. [00:10:30] Why Proactive Beats Auctions Every Time – Why almost all of Andy's deals are proactive and how strategic focus enables targeted outreach. [00:14:00] Getting to the Story Behind the Company [00:21:00] How to collaboratively build the acquisition narrative without being pushy or transactional. [00:25:00] Trust Through Reputation and References [00:32:00] Due Diligence Is Integration Planning  [00:42:00] Navigating the hardest negotiations—convincing product teams that buying beats building [00:53:00] Walking Away on Principle – The deal Andy killed because the other side wanted to hurt employee shareholders Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

In this special father-daughter episode, My daughter interviews me on my new book on Buyer-Led M&A™. We break down the framework built from over 400 practitioner interviews—covering why traditional M&A is flawed, how to shift from reactive auction-chasing to proactive deal sourcing, and why integration planning must begin during diligence. Things you will learn: Why integration planning during diligence (not after) determines deal success How the five pillars of buyer-led M&A transform reactive processes into strategic engines  Why proactive deal sourcing beats bank-led auctions every time ____________________ This episode is brought to you by S&P Global. Today's episode of M&A Science is brought to you by S&P Global Market Intelligence. If you're in corp dev or PE, you know the pain — good private company data is hard to come by. Everyone's still chasing clean, reliable, up-to-date data. I started out using CapIQ Pro for public comps, but didn't realize until recently how deep their private company coverage has gotten. Over 58 million private companies, global reach, and actually usable for real deal work.  This isn't surface-level. You get real metrics — ownership, financials, funding rounds, even asset-level insights. So if you're still toggling between a dozen tools trying to piece together the picture, maybe it's time to stop guessing and start sourcing better.  Learn More Here: https://www.spglobal.com/market-intelligence/en/solutions/products/private-company-data?utm_source=podcast&utm_medium=video&utm_campaign=MAScienceH225  __________________ Buyer-Led M&A™: The Framework is Now Available Traditional M&A is broken. Buyers chase auctions. Sellers control the process. It's reactive, inefficient, and exhausting. After 300+ episodes of M&A Science, I've taken insights from the world's top corp dev leaders and distilled them into a practical framework for taking control of your M&A pipeline—how to source deals directly, build relationships earlier, and stop being auction-chasers. If you'd like to build a proactive M&A program that founders actually want to engage with, you can grab your copy. https://dealroom.net/resources/ebooks/buyer-led-m-a-tm-the-framework _________________ Everything You Need to Learn Modern M&A — In One Membership Access proven templates, frameworks, and real operator insights — all designed to help you learn faster, make smarter decisions, and run Buyer-Led M&A with confidence. Sign up now with promo code "FOUNDER" for 50% off at checkout.  https://www.mascience.com/membership __________________ Episode Timestamps [00:00:00] Introduction to Buyer-Led M&A – Kison introduces his new book and the framework for flipping traditional M&A from reactive to proactive deal-making. [00:05:30] The M&A Science Origin Story [00:08:30] The Maturity Curve Problem – Why companies make catastrophic mistakes on their first deal and how the buyer-led framework accelerates learning. [00:12:30] Integration Is Where Value Lives – Understanding that the real work starts after close and why planning integration early prevents people from quitting. [00:19:00] M&A Has a Design Problem, Not an Execution Problem – Why focusing on closing deals instead of making deals successful creates systemic failure. [00:25:00] The Five Pillars of Buyer-Led M&A – Breaking down never M&A on impulse, unified tools, synchronized diligence-integration, scalability, and win-win approaches. [00:37:30] The Three Coats of Conviction – How reactive positioning, integration negligence, and model mirage derail even well-intentioned deals. [00:49:00] What Elite Buyers Do Differently – Early alignment, clear accountability, defined operating models, and building M&A as an organizational muscle. [00:54:00] Proprietary Deal Sourcing Beats Auctions – The house-buying analogy that illustrates why doing the hard work of finding your own deals creates better outcomes. [01:00:30] The Single Most Important Takeaway – Own your assumptions, validate them through rigorous work, and lead the process instead of letting sellers drive it. Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

Sharon Van Zeeland, Vice President of Strategy and Corporate Development at Rockwell Automation Sharon brings a unique engineer's perspective to the softest parts of M&A. In this episode, Sharon reveals how Rockwell developed a systematic scoring system for evaluating culture fit during due diligence—complete with numerical rankings across key dimensions like decision-making authority, adaptability, and mission alignment. She also shares unconventional tactics for getting deals across the finish line, from negotiating hunting rights to sponsoring 4th of July parades, and explains why marrying your diligence and integration teams early is the secret to accelerating post-deal value creation. Things You'll Learn How to build a numerical scoring system for culture assessment Why marrying your diligence and integration leaders from day one eliminates knowledge chasms, captures integration costs in your deal model, and helps you reach steady state faster than traditional handoffs Creative negotiation tactics beyond price and terms  ____________________ This episode is brought to you by S&P Global. Today's episode of M&A Science is brought to you by S&P Global Market Intelligence. If you're in corp dev or PE, you know the pain — good private company data is hard to come by. Everyone's still chasing clean, reliable, up-to-date data. I started out using CapIQ Pro for public comps, but didn't realize until recently how deep their private company coverage has gotten. Over 58 million private companies, global reach, and actually usable for real deal work.  This isn't surface-level. You get real metrics — ownership, financials, funding rounds, even asset-level insights. So if you're still toggling between a dozen tools trying to piece together the picture, maybe it's time to stop guessing and start sourcing better.  Learn More Here: https://www.spglobal.com/market-intelligence/en/solutions/products/private-company-data?utm_source=podcast&utm_medium=video&utm_campaign=MAScienceH225  __________________ Buyer-Led M&A™: The Framework is Now Available Traditional M&A is broken. Buyers chase auctions. Sellers control the process. It's reactive, inefficient, and exhausting. After 300+ episodes of M&A Science, I've taken insights from the world's top corp dev leaders and distilled them into a practical framework for taking control of your M&A pipeline—how to source deals directly, build relationships earlier, and stop being auction-chasers. If you'd like to build a proactive M&A program that founders actually want to engage with, you can grab your copy. https://dealroom.net/resources/ebooks/buyer-led-m-a-tm-the-framework _________________ Everything You Need to Learn Modern M&A — In One Membership Access proven templates, frameworks, and real operator insights — all designed to help you learn faster, make smarter decisions, and run Buyer-Led M&A with confidence. Sign up now with promo code "FOUNDER" for 50% off at checkout.  https://www.mascience.com/membership __________________ Episode Chapters [00:02:30] From Engineering to Corp Dev – How Sharon's electrical engineering background shaped her analytical approach to evaluating all deal variables, including the unexpected correlation between employee retention and new product introductions. [00:05:30] Owning the Full Lifecycle – Why Rockwell expanded Sharon's role to include strategy, M&A, integration, and venture investing, creating an enterprise-wide view with quarterly reviews and closed-loop learning. [00:08:30] The Cultural Wake-Up Call – The story of how Rockwell acquired a small software company and nearly derailed a customer's drug development timeline because they missed evaluating decision-making authority during diligence. [00:12:00] Building a Culture Scoring System – How Rockwell uses a 50-item survey to create numerical rankings (0-5 scale) across cultural dimensions, then visualizes gaps and similarities in graphs that are "worth a thousand words." [00:19:00] Integration Playbooks by Company Size – Why Rockwell developed separate playbooks for small, mid-size, and large acquisitions, and how they determine whether to leave companies alone, partially integrate, or fully absorb. [00:27:00] Getting Deals Actionable – Sharon's unconventional negotiation stories: securing hunting land rights for a Texas seller, letting an owner keep his beloved company truck, and guaranteeing 4th of July parade sponsorships. [00:38:30] Marrying Diligence and Integration – The shift from waiting until closing to starting integration planning before LOI, including how Rockwell pairs each integration leader with a corresponding person on the target side. [00:46:00] Continuous Learning Through Retrospectives – How Rockwell conducts retrospectives after every deal phase—not immediately after closing, but six months to a year later when they can truly assess what worked. [00:49:00] AI's Impact on M&A – Sharon's perspective on how AI is changing deal flow and diligence processes, plus a cautionary tale about AI hallucinations incorrectly identifying a public company as private. [00:52:00] Data Beyond Financials – Why corp dev leaders should track employee retention rates, promotion rates, new product introduction velocity, and customer complaints as cultural success indicators. Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.

Leon Brujis, Partner and Co-Head of U.S. at 65 Equity Partners Leon Brujis shares how his firm is redefining private equity through non-control investments in founder-led businesses. In this conversation, Leon breaks down why the best companies are never for sale, how immigrant adaptability translates to investing success, and why boring, disciplined deal-making consistently outperforms flashy transactions. He also walks through his framework for negotiating term sheets and building relationships that span years before cutting checks north of $200 million. Things You'll Learn Why non-control "partnership capital" allows PE firms to capture the alpha of founder-led companies that outperform by 3x How to structure competitive fundraising processes that balance relationship-building with deal tension—without talking to 60 firms The five-point framework for negotiating term sheets: value, structure, governance, strategy alignment, and exit planning ____________________ This episode is brought to you by S&P Global. Today's episode of M&A Science is brought to you by S&P Global Market Intelligence. If you're in corp dev or PE, you know the pain — good private company data is hard to come by. Everyone's still chasing clean, reliable, up-to-date data. I started out using CapIQ Pro for public comps, but didn't realize until recently how deep their private company coverage has gotten. Over 58 million private companies, global reach, and actually usable for real deal work.  This isn't surface-level. You get real metrics — ownership, financials, funding rounds, even asset-level insights. So if you're still toggling between a dozen tools trying to piece together the picture, maybe it's time to stop guessing and start sourcing better.  Learn More Here: https://www.spglobal.com/market-intelligence/en/solutions/products/private-company-data?utm_source=podcast&utm_medium=video&utm_campaign=MAScienceH225  __________________ Buyer-Led M&A™: The Framework is Now Available Traditional M&A is broken. Buyers chase auctions. Sellers control the process. It's reactive, inefficient, and exhausting. After 300+ episodes of M&A Science, I've taken insights from the world's top corp dev leaders and distilled them into a practical framework for taking control of your M&A pipeline—how to source deals directly, build relationships earlier, and stop being auction-chasers. If you'd like to build a proactive M&A program that founders actually want to engage with, you can grab your copy. https://dealroom.net/resources/ebooks/buyer-led-m-a-tm-the-framework __________________ Everything You Need to Learn Modern M&A — In One Membership Access proven templates, frameworks, and real operator insights — all designed to help you learn faster, make smarter decisions, and run Buyer-Led M&A with confidence. Sign up now with promo code "FOUNDER" for 50% off at checkout.  https://www.mascience.com/membership __________________ Episode Chapters [00:01:00] From Engineering to Wall Street – How Leon's immigrant journey led him from Lehman Brothers to 20+ years in private equity [00:05:30] The Immigrant Advantage – Why cultural adaptability creates flexibility in deal-making and relationship management [00:10:00] The 65 Equity Model – Non-control investments in founder-led businesses generating $20-100M EBITDA [00:16:00] Pull vs. Push Value Creation – Why partnership capital relies on influence, not mandates [00:24:00] Underwriting Relationships First – Spending 1-2 years building conviction before writing $200M+ checks [00:33:00] Crisis of Comfort – Getting comfortable being uncomfortable as the key to growth in business and life [00:43:00] Making M&A Boring – Why consistency and discipline beat motivation and excitement every time [00:48:00] Term Sheet Negotiation Framework – The five buckets that matter: value, structure, governance, strategy, and exit [00:56:30] Running a Competitive Process – How to balance broad outreach with targeted relationship-building [01:01:00] The Craziest Thing in M&A – When deal fever overtakes discipline and creates the next crisis  __________________ Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.  

Brandon Batt – Chief People and Transformation Officer at Quadient Brandon Batt joins us to discuss how successful M&A integration starts long before you sign an LOI. Brandon shares how Quadient built M&A capability across the organization through strategic hiring, created a transformation office that breaks down traditional silos, and executed portfolio transformation through dozens of acquisitions and divestitures. Learn why the secret to integration success isn't just about playbooks—it's about building M&A muscle into your team from day one. Things You'll Learn Why hiring for M&A experience across your organization creates the foundation for deal success, even in roles that seem unrelated to corporate development The transformation office model that eliminates the handoff problem  Why cultural "add" beats cultural "fit"  ____________________ Share Your M&A Experience for the Chance at $500 Giftcard M&A moved fast in 2025. But what actually changed? We're collecting real insights from practitioners—not consultants on the sidelines—to understand how corp dev teams, PE firms, and advisors are adapting. Takes 10 min. Get early access to results + chance at $500 gift card. Share your experience: https://hubs.ly/Q03Rr89G0 ____________________ This episode is brought to you by S&P Global. Today's episode of M&A Science is brought to you by S&P Global Market Intelligence. If you're in corp dev or PE, you know the pain — good private company data is hard to come by. Everyone's still chasing clean, reliable, up-to-date data. I started out using CapIQ Pro for public comps, but didn't realize until recently how deep their private company coverage has gotten. Over 58 million private companies, global reach, and actually usable for real deal work.  This isn't surface-level. You get real metrics — ownership, financials, funding rounds, even asset-level insights. So if you're still toggling between a dozen tools trying to piece together the picture, maybe it's time to stop guessing and start sourcing better.  Learn More Here: https://www.spglobal.com/market-intelligence/en/solutions/products/private-company-data?utm_source=podcast&utm_medium=video&utm_campaign=MAScienceH225  __________________ Episode Chapters [00:02:30] Building a Transformation Office – How Quadient structured M&A, HR, legal, and sustainability under one umbrella to drive seamless execution [00:05:00] Portfolio Simplification Through M&A – Starting transformation with strategic divestitures before adding new capabilities through acquisitions [00:10:00] The Pre-LOI Integration Planning Model – Why strategic operations teams get involved in due diligence from the beginning, not after the deal is signed [00:16:00] Human Connection as M&A Secret Sauce – Building trust with founders and management teams before discussing price and terms [00:21:00] Hiring for M&A Muscle – Why M&A readiness starts with recruiting people who have transaction experience across key business functions [00:28:00] Evolving M&A Maturity – Getting more formal about talent assessment and playbooks while giving teams autonomy to move fast [00:33:00] Founder-Led Business Challenges – Learning to structure deals and set expectations upfront when acquiring companies led by first-time sellers [00:42:00] Collaboration Without Hierarchy – How "collaborate like crazy" became a cultural principle that breaks down silos in M&A execution [00:47:00] Deal Story: Meeting in London During COVID – Why some deals still require getting on a plane, even during a pandemic [00:51:00] AI in M&A and the Human Element – Balancing technology efficiency with the human intuition that uncovers critical deal insights  __________________ Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.