To prevent leaks on the public Splunk deal, Cisco limited internal involvement and hired third parties for diligence. Crucially, they also conducted pre-LOI customer surveys to validate the strength of the combined offering. This allowed them to stay true to their integration-led process while managing extreme confidentiality.
Related Insights
Cisco establishes "value drivers"—quantifiable or time-bound success metrics based on the deal thesis—very early on. The diligence process is then used to rigorously test whether the target can achieve these specific metrics, ensuring a clear, data-driven path to value creation post-close.
To get honest customer feedback during diligence, IFS has the target's CEO make warm introductions to a third-party firm under the guise of a routine "operational feedback session." This allows the acquirer to assess churn risk and product sentiment without revealing the M&A context.
Cisco moved from a dysfunctional "throw it over the wall" M&A model to an integrated one. The key change was implementing quarterly reviews where the integration team reports back to the original deal team on progress and synergy attainment. This forces dealmakers to learn from the downstream consequences of their strategies.
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.
To maintain momentum, Cisco makes critical integration decisions—like site strategy or system consolidation—during diligence, not after close. These decisions are embedded into the final deal commitment materials, preventing post-close paralysis and emotional debates, allowing teams to execute immediately.
Cisco's model brings the integration lead in from the earliest phases to shape diligence strategy. This ensures the "how" of integration is validated early, preventing post-close surprises and accelerating value capture, a stark contrast to the traditional model where integration is a late-stage handover.
To avoid a broken handoff, embed key business and integration experts into the core deal team from the start. These members view diligence through an integration lens, validating synergy assumptions and timelines in real-time. This prevents post-signing surprises and ensures the deal model is operationally achievable, creating a seamless transition from deal-making to execution.
Cisco's integration team partners with corporate development to formulate a multi-faceted integration strategy aligned with the deal thesis before an LOI. This initial plan is a critical component of the first-stage approval conversation with the CFO, which greenlights negotiations.
To avoid post-close surprises and knowledge loss, marry diligence and integration leads before an LOI is even signed. This ensures real-world operational experience informs diligence from the start. The goal is to have a drafted integration thesis by LOI and a near-complete plan by signing, not after closing.
Major deals at Cisco require two distinct approvals. The first grants the deal team a mandate to negotiate within a specific price band and conduct diligence to get to an LOI. The second, final approval is for the definitive purchase agreement, after all terms are set and diligence findings are presented.