Deal by Deal: A Private Equity Podcast

Host Greg Hawver interviews Chris Larson of Monroe Capital and Jeff Magny of Lincoln Road Global Management about their buy-and-build strategy in the commercial landscaping industry. Chris and Jeff describe how they work together to finance and execute these acquisitions, the key attributes they look for in a successful buy-and-build strategy, and their outlook for the independent sponsor market in the coming years.Connect and Learn More☑️ Chris Larson | LinkedIn☑️ Monroe Capital | LinkedIn | X☑️ Jeff Magny | LinkedIn☑️ Lincoln Road Global Management | LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram | X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Grant Kornman, a partner at Align Collaborate, joins hosts Jeff Brooker and Jason Griffith for a primer on tiered carry structures and catch-ups in the private equity market. Grant shares insights about negotiating economics and governance terms, emphasizing the importance of aligning incentives and being a good steward of capital. He highlights the significance of valuations in determining hurdles and sharing percentages, as well as the need for sponsors to collaborate with investors for successful partnerships.Connect and Learn More☑️ Grant Kornman | LinkedIn☑️ Align Collaborate | LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Host Greg Hawver welcomes his McGuireWoods colleague Mark Freedlander, head of the firm’s Restructuring & Insolvency Practice Group, and Robert Orr, principal at Sandton Capital Partners, to discuss their recent restructuring of a distressed healthcare business. The team took out the existing senior secured lender and allowed an out-of-court restructuring of the business and its capital structure. As Robert explains, they recognized that the company faced challenges – including unsustainable debt – but also that it had a “reason to exist.” “We just needed to solve the balance sheet problems,” he says.Connect and Learn More☑️ Robert Orr I LinkedIn☑️ Sandton Capital Partners I LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Hosts Greg Hawver, Jeff Brooker, and Jason Griffith present the 2024 Independent Sponsor Deal Survey, a treasure trove of data compiled from more than 300 transactions by independent sponsors and capital partners. “One of the things that’s really changing in independent sponsor transactions is that the professionalism, the backgrounds of the folks, and the credentials just become better and better every year,” Jeff observes. “And that is resulting in more transaction volume, more sophisticated transactions, and, frankly, larger transactions as well.”Connect and Learn More☑️ Jeff Brooker | LinkedIn☑️ Greg Hawver | LinkedIn☑️ Jason Griffith | LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Recording live from the Independent Sponsor Conference in Dallas, host Jason Griffith invites Oliver Patten and Parker Shields of Sherburne Partners to discuss their experience buying a packaging company. Oliver and Parker cover a range of topics, from stepping in as independent sponsors to building relationships to asking the management team “stupid” – but also thought-provoking - questions that they may not have considered for years.Connect and Learn More☑️ Oliver Patten | LinkedIn☑️ Parker Shields | LinkedIn☑️ Sherburne Partners | LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Mike Palm of Charter Capital Partners discusses governance and seller rollover in independent sponsor deals with hosts Greg Hawver and Jason Griffith. Their conversation covers the importance of building trust and relationships with sponsors, aligning interests through rollover equity, and navigating board dynamics. Mike emphasizes the need for founder alignment, proactive communication, and trust in dealing with challenges such as performance issues and governance structures. He also suggests that early engagement with capital providers, transparency in decision-making, and fostering a collaborative approach can achieve successful outcomes in private equity transactions.Connect and Learn More☑️ Mike Palm | LinkedIn | Email☑️ Charter Capital Partners | LinkedIn☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this cross-over episode of Deal by Deal and The Corner Series, McGuireWoods’ partners Greg Hawver and Geoff Cockrell welcome labor and employment partner Meghaan Madriz to discuss recent headlines regarding the FTC’s proposed ban and the broader legal landscape for non-competes.Tune in as Meghaan breaks down the evolving enforceability of restrictive covenants, including non-competes tied to employment agreements, sales of businesses, and equity ownership. She also highlights trends in state-specific legislation and shares insights from her experience litigating these issues. The conversation covers how businesses can use alternative tools, such as deferred compensation or retention bonuses, to retain employees amidst increasing scrutiny of non-competes.

On this episode of Deal by Deal, co-hosts Jason Griffith and Trey Andrews welcome Jonny Miller and Mario Burstein of Platt Park Capital Partners to discuss their emergence into independent sponsorship.Tune in as Jonny and Mario discuss how Platt Park came to be, how they secured their first deal, and how they can apply what they learned in their first deal to future deals. Jonny and Mario talk about managing seller expectations, focusing on the process instead of aiming for perfection, and how to make the transition from an acquisition to running the day-to-day operations of an acquired company.Connect and Learn More☑️ Jonny Miller | LinkedIn☑️ Mario Burstein | LinkedIn☑️ Platt Park Capital Partners☑️ McGuireWoods | LinkedIn | Facebook | Instagram |  Twitter/X☑️ Subscribe Apple Podcasts | Spotify | Amazon MusicThis podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Recently, the M&A market has cooled since it burned red-hot in the aftermath of Covid. What impact has the slowdown in M&A activity had on insurance products related to mergers and acquisitions?On this episode of Deal-by-Deal, host Greg Hawver is joined by Matt Heinz of Lockton to discuss developments in M&A insurance products. Specifically, Matt talks about why it’s actually a good time to be a buyer of rep and warranty insurance in M&A deals, how rep and warranty insurance premiums are now (compared to 2021), and the various aspects of M&A deals that can be insured.Tune in as Greg and Matt bring you up to speed on transaction insurance in the current M&A environment!Meet Your GuestName: Mathew HeinzCompany: Lockton | LinkedIn | Facebook | Instagram | Twitter/X | YouTube | VimeoConnect: LinkedInContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this episode of Deal-by-Deal, host Greg Hawver is joined by John Huhn, Managing Partner at the Compass Group. Tune in as Greg and John discuss lessons learned during the Compass Group’s successful independent sponsor investing phase.  John also provides key insights for those PE investors seeking to raise a committed fund in the current environment.Meet Your Guest Name: John HuhnCompany: Compass GroupConnect: LinkedInContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this episode of Deal-by-Deal, host Greg Hawver is joined by Darren O'Brien, Managing Director of Campbell Lutyens, the largest independent private capital advisory firm. Tune in as Greg and Darren discuss the hot topic of secondary transactions, a growing niche area. Starting with a high-level introduction to secondary transactions and the secondary market, Darren covers the distinction between LP-led and GP-led secondaries, continuation funds and why a sponsor might choose to pursue a continuation vehicle, how valuations are calculated, market drivers, what to expect going forward, and next steps for interested investors.Meet Your Guest Name: Darren O'BrienCompany: Campbell LutyensConnect: LinkedInContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this episode of Deal-by-Deal, host Greg Hawver is joined by investment banker Derek Zacarias from DAK. Together, they explore what the next 12 months may hold for M&A relating to founder-owned businesses, private equity-backed transactions and the broader middle market. This engaging discussion explores the macroeconomic trends as well as more intricate strategies and emerging themes anticipated to play a pivotal role in the coming year. Greg and Derek also reflect on 2023, a year that saw relatively subdued M&A activity in the middle market. Finally, Derek offers valuable insights on approaches that can lead independent sponsors and other private equity professionals to success in navigating auctions and seizing M&A opportunities throughout 2024.

In this episode of Deal-by-Deal, host Greg Hawver talks to fellow McGuireWoods partner Holden Brooks about antitrust considerations for private equity investors in the middle market (and, interestingly, the lower middle market).They begin by discussing the Hart-Scott-Rodino Act, which requires pre-close filings for deals valued above $111.4 million that also meet certain other criteria — and note that some add-on strategies and other deals below this threshold may be subject to investigation by the Federal Trade Commission or Department of Justice if there are antitrust concerns.Hawver and Brooks also discuss FTC v. U.S. Anesthesia Partners and Welsh Carson a lawsuit that highlights the importance of assessing one's own acquisition conduct, being precise and accurate in communications and documents, and involving antitrust counsel in the pipeline stage of deals.Meet Your Guest Name: Holden BrooksTitle: Partner, McGuireWoodsSpeciality:  Holden is a partner in the firm’s Antitrust, Trade and Commercial Litigation Department, where her practice focuses on mergers, complex litigation, civil and criminal enforcement, and counseling across several industries with significant experience in the area of healthcare.Connect: LinkedIn ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this episode of Deal-by-Deal, host Greg Hawver and fellow McGuireWoods partner, fund formation lawyer Rick Starling, discuss considerations and alternatives to raising a committed fund, analyze what’s going on in today’s market, and share insights on the phases of raising a fund.The episode also explores fund structures such as the "proof of concept fund" for emerging managers, highlights key differences between traditional fund economics and deal-by-deal economics, and briefly discusses operational shifts such as building out the back office and investment adviser registration.Meet Your Guest Name: Rick StarlingTitle: Partner, McGuireWoodsSpeciality: Rick is a fund formation lawyer with over 20 years of experience representing investment managers in the establishment of private funds and related products and representing institutional investors with respect to alternative investments.Connect: LinkedInContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

On this episode of Deal-By-Deal, host Greg Hawver is joined by Cathleen Hughes, Kroll’s Director of Corporate Finance and Restructuring, for a deep dive into due diligence, including M&A transactions and post-closing.Risks associated with M&A deals have evolved. “And these risks include those that can be discovered pre-transaction as well as risks that may not exist at the outset, but can require some continual monitoring post-close in order to mitigate the emergence of such risks.”Greg and Cathleen discuss how the due diligence process guides the successful completion of a deal. It can be divided into various phases including initial structuring diligence and confirmatory diligence. They also emphasize the importance of addressing the post-closing aspects of due diligence, which can be overlooked as investors move on to new deals. Cathleen also provides insights on due diligence categories that are often overlooked but very impactful. These include background checks, corporate culture, cyber risk, and digital chatter. Meet Your Guest Name: Cathleen HughesTitle: Director, Corporate Finance and Restructuring at KrollSpeciality: Cathleen is a director in Kroll’s Corporate Finance group, based in Chicago. She brings more than 20 years of experience to her work in M&A with a focus on financial sponsor coverage.Connect: LinkedIn Acquired KnowledgeTop takeaways from this episode Make the most of financial and accounting due diligence in M&A deals. Conduct a quality of earnings assessment prior to the transaction with a thorough corporate structure analysis. There are new due diligence options to consider. Consider background checks and investigations in diligence, especially for deals involving new markets or new-to-you categories. Consider digital chatter an early warning indicator. Monitoring online discussions and activities across various web platforms can provide insights into emerging risks before they materialize. ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.