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When establishing a new M&A function, the initial challenge is operational readiness. Booz Allen's Corp Dev leader forced functional teams to engage in direct conversations with targets, moving away from passive trackers to build diligence competency and cultural acceptance.
Instead of using behavioral questions in initial calls, Salas O'Brien views the entire three-month diligence period as the real interview. How a target's leadership responds to the inevitable challenges that arise reveals more about their character and working style than any prepared answer could.
The foundation of a new M&A function is deep internal alignment. Before looking outward, the first month should be dedicated to interviewing internal product leaders and SMEs to understand the business, product roadmap, and strategic direction from the inside out.
For a strategic acquirer like Booz Allen, a cold inbound from an investment banker for an unknown company is a negative signal. Their M&A strategy relies on long-term relationship cultivation; if they don't know the company before it hits the market, they likely won't engage.
When Corp Dev runs diligence and hands it off to integration, it creates information gaps. Having the integration leader run diligence provides irreplaceable firsthand context, preventing misinterpretations and avoiding the need to 're-diligence' the deal later.
A stated M&A strategy is only a hypothesis. To validate it, present the leadership team with actual potential targets that fit the criteria. Their reactions will reveal their true appetite and expose any misalignment between the written strategy and their operational instincts, saving time and effort.
Instead of a separate team handing off findings, Cisco's integration lead orchestrates the entire diligence process. This ensures that diligence is not just a risk-finding exercise but is actively focused on validating the executability of the initial integration strategy and deal thesis.
By the time a strategic acquirer enters due diligence, the desire to do the deal is already high. The process's primary purpose is not to hunt for deal-breakers but to confirm key assumptions and, more importantly, to gather the necessary data to build a robust and successful integration plan.
A key part of buy-side M&A is conducting 'reverse diligence,' where the buyer transparently outlines post-close operational changes (e.g., new CRM, org charts). This forces difficult conversations early, testing the seller's cultural fit and willingness to integrate before the deal is finalized.
The company's M&A philosophy prioritizes acquiring companies they have previously partnered with. This approach provides deep pre-diligence insights into capabilities, culture, and strategic fit, significantly de-risking the acquisition and strengthening the business case for the deal.
Instead of only the buyer investigating the target, successful M&A involves "reverse due diligence," where the target is educated about the buyer's company. This transparency helps the target team understand how they will fit, fostering excitement and alignment for the post-close journey.