Video: Buyer-Led M&A™ Masterclass: From Strategy to NDA: Building a Buyer-Led™ M&A Pipeline | Duration: 3740s | Summary: Buyer-Led M&A™ Masterclass: From Strategy to NDA: Building a Buyer-Led™ M&A Pipeline | Chapters: Introduction to Livestreams (0.24s), Audience Introductions Begin (22.935001s), Buyer-Led M&A Introduction (139.575s), M&A Strategy Fundamentals (377.13s), Acquisition Strategy Development (638.16003s), Building Acquisition Pipeline (1159.395s), Outreach and Prioritization (1524.865s), Negotiating Acquisition Deals (2866.015s), Concluding Remarks (3618.26s)
Transcript for "Buyer-Led M&A™ Masterclass: From Strategy to NDA: Building a Buyer-Led™ M&A Pipeline":
Like, like, live live, but not webinar. Well, it's cool, though. I've done one, actually. Okay. I was gonna say it's not bad. It's not like being live on stage when you gotta see, like, hundreds of people looking at you. I did one with, Kendrick. Oh, nice. Oh, you did. That's cool. Yeah. You did a great job. Folks joining in, we're gonna give it a minute. Let folks join in, get settled. Hey. If you do see me hear me, can you post in chat? I'd love to actually hear where people are dialing in from or Zoom or where are we on Goldcast Goldcasting in from? Or if you wanna put in, your location, even if you wanna be bold enough to put your title, what role you do in m and a, get a sense of what kind of audience we have, private equity, corp dev. We got Alabama, Orlando, Florida, Denver, Colorado, Winnipeg. Nice. Got Boston folks. Always have Boston folks on here. I don't know why. Will Rogers from Chicago, my hometown. Miami. I'm sure you got a lot of MA specialists. Corp dev Corp dev for p, porco. Yeah. Indiana. Canada's on here. Nobody across the ocean. Hey. What's up, Dan? Dan and I just did a podcast not too long ago. Yeah. Christina, I just saw the other day. This is cool. We got a lot of good friends in the area. Now now I'm even more nervous. I hope I don't mostly great. I see we got 50 folks already on. So I'm gonna get things kicked off as more things. Oh, cool. Our kids used to go to school together. We'll have to catch up. Hit me up, Will. We'll have to hear more about that. Oh, now we got now we got our national folks. We got Albania, UK, Turkey. Welcome. I appreciate it. I'm gonna kick things off as other folks join. A couple notes for this session. We really wanna make this interactive. It's Brazil. I like that. We really hit the continents. I wanted to keep it interactive. If you got questions, throw them either in the chat box or the QA, but that's part of the game. Like, don't rely on me to ask the tough questions. I I wanna make this crowdsource, and I gave Raj a heads up. I said, look, man. I'm gonna hit you hard with some tough questions on this. I wanna get the most out of your experience. With that, I'm jumping to the intro. We'll talk a little little bit through, our our, outline for today, and we'll get going. So everybody, I'd like to welcome you to lesson lesson seven as part of our buyer led m and a master class. In this session, we're gonna move upstream. So today, we're diving into the earliest and most crucial phase of the deal life cycle, building high quality pipeline before NDA gets signed. I'm your host, Kison Patel, the CEO and founder of DealRoom, chief scientist here at M. A. Science. Joining me today is Rajesh Sharma, director of strategy and corporate development at Itochu, international Itochu International. Raj's deal making chops span from Fortune five hundreds, global industrials, and now a hundred billion Japanese conglomerate. He's built pipeline solo with lean teams alongside business units. In this session, he's pulling back the curtain of what actually works. What we're gonna talk through is aligning strategy when there's no playbook and no strategy or no strategy team for that matter, sourcing targets across internal and external channels, qualify and prioritize with strategic discipline, nailing that first outreach without spooking the seller, and spot red flags before you sign the NDA. This isn't theory. It's tactical, field tested, and tailored for buy side operators who wanna lead with clarity. So let's get into it. Thanks, Kison. Thanks for the night. Hey. Thanks, Rajesh. You know, before we jump into your session, I wanted to talk through some of the buyer led concepts. For those of you not familiar, buyer led m and a flips the script on traditional banker driven deal making. And instead of reacting to sell side process structures, buyer led teams take a proactive control, aligning every move with long term strategy, operational readiness, and integration success. So we're gonna give you a quick breakdown of the core concepts. We'll talk through them real quick, and then I'll pass it to Rajesh. So number one is basically lead with strategy, not shiny objects. Don't chase deals that just look attractive. Start with a clear investment thesis. Buyer led teams source deliberately, align the long term value creation goals. No impulse buying. Every deal has to earn its way in. Number two, own the process from day one. Build a unified m and a process across sourcing, diligence, integration. Use one central platform and data source to maintain clarity and alignment. Don't follow the banker script. Set your own tempo and structure. Number three, synchronize diligence integration. Integration isn't a phase two activity. It begins before the LOI. Cross functional teams collaborate early to assess culture fit, day one readiness, and value realization plans. This creates faster execution, smoother handoffs, and fewer surprises. Number four, build repeatable, scalable muscles. Excuse me. Treat each deal as a chance to get better, codified with what really works, evolve playbooks, and create templates, design your m and a function like a product, you know, scalable, learning based, and continuously optimized. And the fifth, last but not least, is a focus on human capital, not just financials. Post post success is driven by people, not just p and l. Culture alignment, talent retention, and change management are embedded in the process, not afterthoughts. Bottom line, buyer led m and a isn't a playbook. It's a framework, one built by buyers for buyers. It puts control, clarity, and compounding value back in the hands of the acquiring team. So that's a it's a quick overview of violet m and a. I'm gonna pass it around so we can dive into our session on building your perfect m and a pipeline. Great. Thank you, Kison. Before we jump in, a quick high level key points that we're gonna touch on here. We're gonna have Kison mentioned at the beginning. We and and, and before we jump in, feel free to, you know, come in with your questions as we move along, and we can have some some questions at the end as well. But at a high level, we'll be talking about upfront work that that happens and how how we should go about doing that. And so, basically, talking about how do we start, where do we start from the strategy, and then going all the way up to engaging with the buyer and then getting them to share information pre NDA, post NDA. So that's where we're gonna talk, what we what we're gonna talk today. So with that, I'll get into the first first thing that we need to have as we start thinking about m and a process at at an organization, whether a large organization or a small organization. And the the very basic thing that that an organization, a corporation needs to have is a good solid understanding of company's growth strategy as a as a m and a function. You need to understand where broader corporation is moving, what areas of growth that the company is seeing. So you need to have a good detailed understanding of that, working very closely with with with your business units, business segment leaders across the organization and, and developing that understanding regardless of whether it's organic or inorganic. You should you should have a good, grasp on what the organization is looking at in terms of growth. And and then going further down, one one step further is once you know what you're trying to do, whether it's organic or inorganic, then you need to think through what organization is your company is good at doing internally and and that, some element of the bio versus build comes in as well. You need to understand, are we really good at executing in terms of developing products or or services internally? Or there are certain areas we are not as good at and therefore need to look inorganic or there could be completely new areas we are not present in currently whether horizontal or vertical expansion into a value chain of your of your products and services. So having that, developing that detailed understanding of your, capabilities in terms of what you can do internally, organically, and then what you need to look for in externally, inorganically is important. And and then a lot of times, in my experience, when you when you are talking to the business teams, particularly when you start bringing in ideas to them, lot of times people will say, hey. This is, we're really good at it. Why don't we do it internally? Why do we need to spend, so much money? We could spend this much capital, put in this much, in terms of, months or years, and we'll be ready to launch the product. And, very valid question to ask from the business. And, typically, my answer has been if if you could have been able to do it, you would have already done it. You have not done it, does not mean you don't don't you're not capable. There could be several reasons you are distracted with other qualities. You have you have been focusing on something else. Right? There can be a lot of things going on. So it's not necessarily that you don't have internal capability to do do things, but but there could be other factors. So having that clarity upfront before you start going out to the market, you know, looking at opportunities, evaluating, or talk talking to external, participants in the market. Before doing that, it's better to have internal clarity on what specific areas we wanna do inorganic m and a or partnerships or or or minority investments for that matter and and and develop that good baseline internally with with the business division c level teams to to, you know, have have have that strategy of, m M and A process. And so having that once we have that understanding, the next you know, I'll launch your step before you start going out. Yes. I was gonna say, before you go to the next step, can I add a a couple questions on on this? Because and that I guess what I'm wanna get a sense of is it sounds like there's maybe even two parts. There's understanding the strategy, and and then you also mentioned this part of a build versus buy. And I'm getting a sense that if there's, you know, you could be in an organization that's already have built in culture for doing m and a, and then there's an alternative where you're an organization where there isn't. I think that's when you kind of introduced this idea where they get pushback and it's like, why don't we just build it? And I thought that was actually pretty interesting. Maybe you can talk a little bit more about just how do you sort of approach, like, between the two different, you know, scenarios that you can end up in. Right. I mean, it's it's a very, you know, you have to understand the DNA of the organization you are at. And and a lot of organizations, to to to be to be clear, are not good at executing on m and a, whether it is, running a proper due diligence, understanding the strategy, and understanding the freight and all those things. And then also but also post close integration, which is even more the most super most critical thing, planning is one and then executing is another. So a lot of times, organizations, you know, fail to realize what it takes. And, and having that good understanding of of that capability, inorganic capability, be realistic about that is important. But at the same time, when when we talk about as I was mentioning earlier, when you talk to the business divisions, they love they love what they're doing. Right? And they wanna continue doing that internally. They would rather do it internally than externally. But there are there are risks for that. One of the biggest being you are you are giving up lead to your competitors. You are giving up opportunities of growth when you are when you're trying to do everything internally. And then, obviously, there's a risk of as you execute on that in, in your on your organic plan, that may not succeed as well. So with with in so there are pros and cons of that. Right? When you're doing inorganic, there are risks in terms of execution of, of, integration of your strategy, and and all that. But on the other hand, if you're doing it internally, you have risks of execution as well in terms of being able to actually stand up a business that is viable and and and and within a within a reasonable time frame so that you're not giving up on opportunity for growth, you're not giving up the market or the terrain to your competitors. So all those things, you have to really think through, if that makes sense. So, so moving forward once we have that in place, I think the next, logical step or or or approach is to think about you cannot you cannot reach there are there are any sector you go into, any business segment to, segment you go into how whatsoever niche, you will find tens or hundreds of companies in every area. And it is not humanly possible, obviously, for any organization also also were big to focus on all of those. So you need you need certain ways to to to narrow down down what you're looking for, and and that's where developing your acquisition criteria comes in. And and that has to align very well with their corporate strategy. And, also, you have to have other factors that that come into play into this. You have to look at your financial profile. You have to look at your work kind of financial returns you're looking at. You have to think about in terms of what what kind of culture you have and and what kind of companies that would would would fit into fit into that culture. You do not wanna have a company where an acquisition where your culture is totally misaligned with what, a buyer a a a target company brings in. Now it's always helpful to have a company complimentary, you know, fresh ideas coming in, but there has to have there has to be some some level of, ability to, to get the same level for for the buyer and the target company. So defining that criteria, whether it is based on what corporate strategy you have in in terms of inorganic approach that you wanna have, whether it terms of the size of the companies you are looking at, some factors like what specific geographies you feel are more attractive versus others, and what, specific subsegments of industry or or your business that you think are more attractive versus others that you wanna focus on. And, so having whether you're whether you're looking at lot of organizations would, not wanna look at, for example, PE owned businesses many times for for host host of reasons. So having that clarity on what your acquisition criteria is will help you narrow down your search and and be very focused in in your outreach when you're talking to our third party for your target development. And then on the last point here on the slide, reacting or managing the reactive deals by which you're talking we're talking about every every m and a person that that here has seen that. You are always getting bombarded with lot of inbounds from, from the sell side in the smokers. And, it's for I would say for the most part, it's good. And, it's but it's even better when you're prepared for for what you're looking for. If you can define your strategy, your acquisition strategy in a couple of sentences with clarity, I think that's that's when you are in a good position to to look at, to react to whether whether it is to reacting to the deals that are coming in or or making an outreach. Having that, prepares you well to be able to manage those, in inbounds as well. Now if you are in at a at a point of time where you are not in that well defined strategy, acquisition criteria, even in those scenarios, it's always good to have those inbounds coming in. You're getting a sense of what where the market is, what kind of companies there are that you could look at, and then get get a little bit more details on that. You're you're understanding the broad broad market, broad dynamics of, of the industry. And then also specific company looking at specific company helps you understand what is what is good, and then help it helps you compare with what is not good in terms of specific companies. So and and and although there's a challenge in that, whenever you have that inbound sell side process, you are you are by definition bound by a timeline. And and and then again, being prepared to to to handle that is better than not being prepared, and and it depends on where what stage of, you know, your evaluation process, your strategy, M and A strategy process you are on. It it it basically depends on being able to respond to that, depends on that. I mean, is the goal there is, like, you're working with different business unit leaders and that if any inbound comes at all through the company that you want them funneled up to you to make sure you have that on your desk? I so so corporate development teams typically are are the first screen. Right? And, if if it is totally unrelated to what you have or what you're looking for, then you don't don't even need to, lot of times, go to your, business division business units. And but but if if that specific opportunity that comes in looks reasonably close even if it's even if it doesn't hit the bull's eye, even if it is, you know, aligned with what you're trying to do, what you're trying to acquire or look at, at that point, it it's absolute it absolutely makes sense, you know, to involve the business units and and and share with them. Get get their thought before you say yes or no to the bankers. It it it's absolutely, you know, a good idea to have have input from. And that also that's basically that's your acquisition criteria, that's your strategy that strategy that you have developed in terms of how they're pointing to actual live, examples, if you will, and and see what, what you have in terms of, criteria, in terms of your, approach, what you're trying to do, whether, you are looking at it in the right way or not. You could absolutely test to that to any inbound as an example, kinda like a, test case for for for all of that as well. Cool. Yeah. I mean, you don't have to participate in every process. You don't have to be aggressive unless it it feels, it hits the nail on the head. It's it's useful to have those inbounds, again, to get a sense of the market, understand the dynamics of the industry, understand specific businesses. So absolutely, pretty good way of of, you know, evaluating the markets. It it forces you to look at look at things. Moving on. So as we have all of that background, you have good understanding, baseline internal with your strategy team, with your within your m and a team, with your business unit strategy, and and and and, GMs of the businesses or presidents of the businesses. You have looked at it in detail, what you're trying to do. The next step is is going out and, engaging with the market. And and then and by that, I would I would include in that you could if you are already in the industry, you are you are looking to expand vertically, horizontally, there there's a good bet that there are people within your company that that know certain other companies that might be good fit for your criteria, and that's where business business divisions come in, their relationships come in. You can leverage those relationships. Those are more like commercial relationships, so not not, not the best positions position to have these conversations, but those could be a good, you know, bridge to to get to the right people in the organizations or companies or target companies that you were interested in. So so that's that's one way one very good way of building your internal, you know, pipeline without having to go into any process. And then another another way is, engaging with the industry in general without without necessarily focusing on m and a. Every industry, every business segment has has its gatherings, right, in at at different levels in with different motives and, and goals. So, so getting involved in those, you know, trade shows, conferences, and, and things like that, and, getting to see what companies there are in that space. And in and and going into those, having done some background work on using typical data sources that that that, that that that we can have access to, and and and then based on those having, a broad understanding of companies that that fit your criteria and then going out whether it is through promotional relationships, whether through industry participation, events participation, you are able to, you should be able to make a connection with the with the people. At least learn a little bit more about about the business initially without without without even bringing in any conversation about sort of, like, a strategy partnership or an m and a acquisition. And and then building, your network within the banking industry, whether it's sell side bankers, private equity firms that that might own some assets in in in the areas that you're looking at. You know, building those networks and relationships also help you build your pipeline in terms of in months. But that should not be something that should, totally rely on. That should be only secondary. Your first and, and the best bet to get get a good deal done is what what you can do on your own building a pipeline through your network, through through one on one conversations that you could have. That's the best approach to take. Hey. Do you I'm curious about you know, I know that it's like corp dev sort of doing this, and you can talk a little more, like, the the datasets and starting to build target list. And then you mentioned there's already commercial relationships. So when you say that, I'm thinking, like, ecosystem partners, stuff like that, and then there's obviously conferences. But how do you, like, I guess, like, integrate this into the company so it's more of, like you know what I mean? And do you do that of of trying to get more of, just like a broader company being proactive on doing it? And I've I've heard of crazy things. I talked to a person that they have, like, a a reward that they give for any like a referral fee for hiring somebody. They got a referral fee for sourcing deals. But I'm just curious if there's ways that you you activate it so it's it can get amplified through the the bodies in your organization. Yeah. I think it's a good idea to have, have a reward, you know, deal sourcing reward. But, I I think the heavy lift initial heavy lift has to be done with the corporate development function in terms of again, going back to the previous discussion on, you know, development criteria, developing your what you're specifically looking at. Based on that, you do your internal more internal work on you know? These are, like, are making up 200 companies that are broadly in that area. Right? Looking through data sources, databases, and multiple multiple data sources that you could look at. You know? And then put certain filters, again, based on your criteria, narrow it down further, maybe from 200 to call it 50, fifty fifty companies, and then further look a little bit more in detail at those companies or or share those or when you are having that when you're developing that acquisition criteria with your business divisions, they will certainly more likely than not, they will make suggestions on, hey. This this company would fit fit the bill very well. Right? X company, y company, we should be talking to them. So you'll you'll organically be getting those suggestions as you as you get into discussions internally. And but on top of that, if if you use your data sources, if you use look at industry research, you'll get handful of names from there or any any research on the on on on the industry, and you can get those names. And, so having that and then once we have narrowed narrowed it down to maybe ten, fifteen, 20 names, right, that's when you wanna get more serious in terms of making an outreach, whether through your commercial relationships or if you're attending an event. You see that this this company is gonna be there. You know, you aren't going prepared to have some kind of a conversation, or introduction if there's no, relationship existing relationship. So so I think that's the that's the way to think about it if I'm not sure if you answered your question. Well, I like this question about, you know, building pipelines into new industries. So you don't have any of these existing relationships and you're dealing with maybe these other markets, like, for example, Asia Pacific where there's not a lot of quality data. I mean, I don't even know of any myself. You know, how how would you approach building pipeline in that scenario? Absolutely. I mean, being on the ground is is the best way of, of executing on your strategy. By by that, I mean, you have to be out front talking to people in the industry. Right? There may not be a database, but there are always industry events going on. Any industry, that's my experience. Any industry you're in, any region you're in, people are always in the industries. People are always interested in talking to each other. And, so doing that is the best way of if you don't know anyone in the industry, if you do not have any access to database or you cannot find a reliable database, you know, go out and meet people. Go out and talk to your commercial relationships. Who are they? Who are they sourcing? Who are they sourcing their, products from? Right? Or are their raw material from or their services from? Right? Who are they selling to? And who are your competitors? So all all that information internally and then talking to people externally, I think should be able to, you know, get a and then always, not always, lot of times you will you'll get access to research as well, whatsoever, you know, broad or, or not not detailed. It might be you will, I think, be able to get few names at least to start off through through that as well. And then if if nothing else works, you know, reaching out to bankers, hey. Can you share a little bit about what we're seeing on in the market? What are the market dynamics? Who you think is, is an inter investing company? Who is doing well? Who is getting who is getting market? Who is doing, you know, stuff, all those things. Yeah. I think it's a good point. Just even finding local bankers to to start utilizing and getting into the network and even PE firms that have assets in that market. Absolutely. Yeah. I mean, industry conferences, banking conferences, all of those all of those I think put together, I think you should be able to get something if if if even if, you know, data is, lacking. But good question. And, so moving on. So from there to outreach to funneling targets, we have an established study. I think we covered a little bit of that already. In that, you you find you wanna start a little bit broad, but you don't wanna start with thousand companies. Right? You wanna start with something manageable. I don't know. Maybe hundred companies in a very broad list if you could get that many. And to to a that typically would happen only through a data source or a database if you if you get that. If not, if you are already at a smaller number, then maybe, I guess, your task is a little bit easier in terms of if you have lesser number of companies already that you're that that you think, that you know of, then you can get into detail. Looking at those companies from the outside as you as you try to before you try to, you know, make a connection, Look at, they would have a they would have a website. They would have, you know, presence at, at industry conferences, things like that. And, typically, in a private company, it's hard to get data in terms of, like, size, financials, but you can still get some idea in lot of companies will, display, like, number of people they employ, how many offices they have. Those can and those kind of things can give you an idea of, hey. If you're looking for a hundred million dollar company or more, you don't wanna be looking at a company that has, hundred people or less on, on its syndicated number of employees. Right? So so so you can target your, you can refine your target based on those things, what you're actually looking for and what based on your preliminary search comes up. And then talking to bankers, talking to industry participants can also help you. A lot of bankers have a lot of they're always talking to companies to understand, when they might be interested in going to the market in terms of whether raising capital or selling out. So bankers have a lot of information as well many times. And if you cannot get good good research, talking to bankers will help you do that as well. So based on all that information, narrow down and, and and and make a list of companies maybe three to five top top, or maybe under 10 best companies you would wanna look at and then few more if if, none of those are actionable or turn out to be not actionable. You wanna have a little more, flexibility to to do to look at other other names as well. I think I saw a question come in, Kison. Do I Yes. So What tools are Yep. Yeah. I mean, I think tools, I always think of datasets, but what tools are using, if any, to distill a long list in pipeline to a priority, which is this prioritization of targets. Have you tried leveraging AI for this more subjective part of exercise you found useful? Good question again. So AI is absolutely very interesting, and it's still evolving. So so we are we are, you know, experimenting with it as as as we as we go along. But in terms of core core tool or traditional way of doing it, it's it's very you know, you have to be very hands on when you are trying to narrow down, particularly when you have, like, a handful of targets. You're not looking at hundred names, to narrow down. And if you are looking at hundred names again, I would say let's let as a practical matter, put it in an excel excel spreadsheet, look for specific areas you're looking for, does the business description cover any of that, and and narrow it down based on that. And then if you're focusing on specific geography, narrow it down based on that. If you're focusing on size, again, that could be there could be certain criteria where if the financials are not available, number of people, things like that. Try to narrow it down based on that. You know? So use certain, you know, limiting factors on what you wanna narrow it down based on. And, and and and then once once you do that to a reasonable enough size where you can actually look at each company in more detail, then you start looking at their website, start looking at more research on if there's any published research on them, talking to consultants. A lot of times, you know, large, small niche consultants, exist in in in a lot of, lot of areas as well. So, all of that, I think, are helpful. The AI stuff is merging. You know, I I I think there's a lot. You can just play around with the the public versions, but I think there's more to come on that, Will. I've been surprised a lot of data providers haven't really done a lot in terms of using it after strategic analysis. But we do a lot with the documents and can definitely see how you can repurpose it for doing that, at scale. But I think you can try to play around with it one by one. I have another question here about any tips to share for how to approach a prospective company through a cold call. What methods have you been most effective to you? Which I think we have on the next slide. Do you wanna wait for the next one? Yeah. Let's wait for that, Christina. The the question will, we'll we'll we'll get to that, I think. Yeah. A couple of minutes. Yeah. So so, again, prioritizing targets, I think we covered quite a bit of that in terms of quantity of targets, you know, narrowing down to manageable enough. And and that depends on your internal capabilities as well, whether you're a team of, two or a team of 20. How many people? Like, we're quantify it, Rajesh. Like, I'm I'm like, right now, I'm doing it by myself for our company, and I'm scouting around looking at these little data room companies building pipeline. But, you know, I could dump in a bunch of things, get hundreds of them, and then yeah. I mean, how do you look at it in terms of these are ones that actually fit our criteria and and move along your process? Like, what were your stages look like on top of it? Yeah. I mean, size size of the of of the team is is is definitely a factor. Size and, you know, bandwidth of the team. And, so you are the more mature an organization in terms of m and a process, the better equipped you are going to be to be able to, you know, effectively and efficiently, quickly, reasonably in reasonable enough time be able to, you know, scan the market broadly and then narrow it down to, a reasonable enough number of companies that you wanna evaluate. Little bit more detail in. So in terms of numbers, I would say having a list of ten, fifteen, at most, I would say, 20, in terms of, number of companies that you are, you know, have, have a detailed enough look at in terms of kinda, like, grading them on a scale, yeah, on on certain criteria that you already have. You don't wanna be doing that for twenty, thirty plus companies. You're better off doing that. If you wanna be good at what you're trying to do, you probably wanna focus on ten, fifteen, for that kind of work and, are are are at most 20 or so. And then further narrow it down to, like, probably single digit number of companies that you would wanna, you know, you'll make a first outreach to. And, and then it it's not just and so the acquisition criteria again is can be can there can be a lot of factor. It's not just that are they the best are they the best at doing what they're doing. It's not just that, are they in the geography that they're in. There can be a lot of factors. Right? I was I I referred earlier a lot of times. So you do not wanna be doing many companies or some companies may not wanna be doing, may not be looking wanted to look at, like, PE on companies. That could be a factor. Might be a great company. You still don't wanna be you know? And there can be host over the factors as well. But but you narrow it down and and then and then based on your scoring, ranking, using certain criteria, you wanna prioritize that. And actionability of of targets is is another factor there. If if a company has been acquired last year by a PE firm, right, it's it's quite likely it's not gonna be actionable, you know, in a couple of years, until a couple of years. So might be a great target, might be good to talk to, but probably it's it's not gonna be actionable. So you have to mindful of things like that. Fair enough. So and then spread and getting the deal actionable and prioritizing with the strategy aligned corporate strategy, I think. So so as we get into having those names of companies that you wanna talk to, you wanna bring up it bring it up to them in a way I think maybe yeah. I think, so I think that that was a question. I think that came up as well. So in terms of how do you frame the conversation, how do you make the targets actionable, how do you, drive the conversation, You don't wanna be, you know, picking up the phone and calling the company and asking them to connect to the CEO and and and asking are are you are you open to selling the business? Probably, not the best approach to take. And so in terms of so, Christina, to your question, in terms of how to approach a company through a cold call or, or or or so best way of going about doing in that is, ideally, you wanna find a common link in some way. I I I recognize that's not always possible, but you wanna try to whether it's through a banker, whether you reach out to a PE firm, that that amount of connection to whether, again, going back to our earlier conversation on leverage your business teams, commercial teams, you know, they they would have, more likely than not, some some connections into the organization. Industry conferences again, try to try to, get get into, conversations with the with the teams through through those kind of events, networking events, industry events, try doing that. If all else fails, you could reach out to their you could try reaching out directly to the c level team or or a strategical person depending on the type of company. You know? A lot of companies will be harder to reach directly to to to the senior people, but then most a lot of those will have strategy people or cognac people. Right? Reach out to them. And, for a smaller company, you could make a direct outreach to the owner, to the the c level, like, executive as well. And the best way to position the conversation, in my opinion, is you wanna have a conversation on kinda like developing a partnership. You know? Framing the conversation in terms of wanting to work together and and framing the conversation in terms of wanting to have a relationship. You do not necessarily narrow it down. You wanna narrow it don't wanna narrow it down to it being an m and a relationship. We can initial outreach, I think, makes good sense to keep it a little bit broad. And and and, I would I would say when you're doing that, the other side would also realize if all that person is reaching out to you, you know, they they are at the back of back of their mind. They understand what the kinda like a, end goal potentially is. But still, initial framing, you wanna have a partnership, a friendship, kind of like a dating. You're beginning a dating with with the with the company and and see where where it goes. It could it it may not turn out to be a best fit for you. They might not think you're a best best fit for, for for them. Right? It may turn out that you initially wanna have a commercial kind of a relationship, whether it is, a partnership on some sort of a, a research, a new joint venture on on on, or or a supplying supply arrangement. Lot of, lot of ways of partnering without being m and a as well. So initial outreach, you wanna when you reach out, you wanna say, hey. We would love to talk to you, learn more about your business, be in a similar industry, or get in just interested in this industry. We have been in a lot of research. We we have we have been looking at you. You've been doing great work. We'd love to learn more about what you have been done doing and what you have accomplished, what your growth objectives are, what you're trying where you're trying to go. So trying to frame the conversation in that, through that lens, I think is helpful to to in eliciting a response. So not be, like, too blunt. We wanna buy you. But there's a little bit of, hey. We're interested in the space. We're in the same space. But I I I like that when you made that line, like, we've done some research. And then there's a little because I noticed that if you're you kinda give a little bit of a tale of some curiosity. That's funny. I do that with corp dev teams. I'm like, hey. I've talked to some of your competitors. That would be great to talk to you. And then they wanna know, like, well, what did you talk to other competitors about? So, yeah. I think that point around, like, hey. We've done a lot of research in the space. That would be great to talk to you. So then there's some more intrigue from them as well. Right. And and and if if you have done your homework, there's there's a drift to it. Right? By definition, if you if you are following the process that we just talked about, you have done, you know, background work on the industry. You have looked at multiple targets. You have narrowed down your list. And then from within that list, you are talking to this this x y z company. So by definition of it, you already have done some work. You know a little bit about them, if not a lot. So you are naturally curious and and naturally interested in them, and and that will be reflected in the kind of, work. And and buyers sellers perceive those signals very well. They wanna be talking to people who are serious. A lot of these companies, specifically, if you're talking about, you know, industry interesting or, growing industries and companies that are doing well, you will, more likely than not, those companies are getting a lot of inbounds already. Right? So they so they, are very mindful of who they're talking to and not talking to. And being able to demonstrate your seriousness in terms of your understanding, not necessarily in terms of, m and a process, but in terms of more in terms of, you know, your seriousness into investing time and energy into the space, I think, will be reflected in your outreach and would make you a credible, partner to talk to for for any any target company. Anything else other hooks? Like, when you get somebody that isn't responding to your first couple outreaches? I mean, it's tough. If, you can I'm and so if so if they are not responding, I think it's best to, you know, kind of, like, take a pause. We don't wanna be bombarding them with an email every other week if they have not responded to two or three of your mail emails or or or calls or whatever. Right? There could be things going on. Maybe they're in a conversation already. Maybe they have something. They're really focused on internally in their business. Right? Maybe it's not a right time for them to to to be having, having that kind of con conversation. But more likely than not, if you, you know, outline if you phrase it well, hey. We are in we are x y z. We are doing this work. We have looked at you. You you make, you make for a great company in terms of one, two, three reasons, and we would love to talk, learn more, maybe partner. If you're framing it in that sense, in that way, and and there is nothing else that is distracting them, then more likely than not, you'll you'll get a response. I I think I would put it that way. That's that's good. I I'm you're nice about it. I'll stalk the hell out of people, add them on LinkedIn, start sending them videos and stuff. So I mean, that's that I mean, it's yeah. Yeah. There's a look different levels of engagement. So so when you get the first conversation, you know, I I think that's, I'm trying to be mindful about ten minutes here. But, you know, when you get this sort of cold outreach, you get the initial conversation. I'm I'm really curious about how how do you sort of drive that first conversation and being mindful of time. And I think there's a point of, like, figuring out how actionable the deal is. Yeah. So you want to have so in in your initial conversations, again, you are framing it as you're trying to understand them, understand their business. And and not just that, you're trying to help them understand why you are talking to them. So in in in terms of your initial conversation, you wanna talk about yourself, what kind of business you are, what kind of company you wanna be, or or not if you're a large company, you wanna focus on what kind of a business, that specific segment, where you wanna take that. Right? And, if you wanna talk high level about that, what you're trying to necessarily achieve, in terms of your goals. And then you wanna your your goal from them is trying to get information as much as information as they can share with without going into without asking to, sign an NDA. You wanna get as much information possible that may not be available in the public, and that helps you understand more about, whether they are a good fit or not. And and having your homework, having looked at what's publicly available, having talked to some industry experts, consultants, bankers, you have, hopefully, some information on them. And and you wanna reconfirm that, some of that, if if if some of that is, critical and important to you. And and but, also, if there are gaps in your understanding of their business as as simple as knowing their size, as simple as knowing their profitability, things like that, or or getting into more detail of specific product service capabilities. Are they if you're looking at acquiring a a company for certain capabilities, you wanna understand, does that company really have that capability? Now in the first conversion, do you don't wanna go too much detail into the business, into the technicals. But at a high level, you know, hitting that hitting those marks on, again, what your criteria is, shortlisting criteria is, and and then being able to fill those gaps in your understanding of their business versus your criteria, what is important to you, trying to bridge that, trying to, bring those things, at a level. That is what you're trying to do in your initial conversation. And, and and a lot of times, if if you are, if you are, you know, making a having a genuine conversation with genuine interest in the space, in the industry, in their business, that will be reflected in that conversation. And if they are not able to or willing to share that information right away in the first conversation, you could always position it as you're trying to you know, your goal coming out of the first conversation is to get to the next conversation. And that that could be post NDA as well if if during your conversations they bring in, hey. We would rather share this information if if we have confidentiality in place. Excellent. We are suggesting, hey. Why don't we sign an NDA and and get into more more little bit more detail. And but if that doesn't come up, you know, even, even even without that, when you're coming at the end of the first conversation that you have with them, you wanna have a certain hook to get to an explanation. You wanna keep them engaged. Whether it is talking about, hey. We would love to, bring you into our office, have have you meet our our business team, our business division leader, or, or, or someone in the company, talk a little bit more about what we're trying to what we're doing and where we are going, you know, doing that or or suggesting, hey. We would love to meet you, learn a little bit more about this specific area, or talk to these people in your in your organization to learn more about, about your company. So suggesting something like that would, I think, help you get to the next next, conversation. So taking it one step at a time. And and and it's a process of building a relationship. You're not trying to accomplish necessarily everything in the first meeting. It's it's an introductory. Again, going back to giving example of a git, you are, you're feeling them. You're trying to understand them. They're trying to understand you. And if the chemistry is right, you feel that, you know, culturally, they they they seem to, be similar or or aligned with what you're looking for in terms of values and things like that. So taking from there, taking it forward to the next conversation, I think it's a it's a good way of positioning the first first outreach. So we have five minutes left. And, so going here to that, I think that's the last slide, if not wrong. And so I'll quickly cover that. I think we covered most of that already in terms of, you know, as you have those conversations, as you demonstrate your genuine interest in understanding them, there will come a point where where either you suggest or you feel it's appropriate to suggest that why don't we learn more after signing, NDA or or it'll come up come up from their side. And, and and then and that's absolutely a great sign in terms of, assuming it's it's a good fit. You're you're seeing a fit there. You're seeing something there. And, so so getting into into that and then taking it from there. And, again, even after signing the NDA, you don't wanna be bombarding them with a list of, you know, five page, questions going into, why what's your, legal risks and stuff like that. You don't wanna be getting into too much detail right away. Even after signing NDA, you wanna keep it still somewhat high level, maybe a maybe a ten, fifteen question list. We are talking high level on things that are important to you. So building it gradually over a period of time, I think, is a little practice. So I'll stop here, Kison. We have, I think three minutes left. You're on mute, Kisan. Yeah. I I was asking if you, convince people to sell their business. If I have? Yeah. You know, I I get there's a sort of catching somebody at a time when they're already contemplating selling a business. Then there's this approach of building a relationship so that when they do actively wanna sell their business, you are on top of mind, and I I get that. But then, you know, is there an approach where you actually convince people to sell their business? Yes. Absolutely. And and and, again, with the with the caveat that you if if you're approaching somebody who is not in the market or actively looking to sell, I would say you you you shouldn't go into an expectation that you will, do the deal in three months. Quite quite likely not. Right? It's a process of developing that relationship, and it's also a process of assuming, or if you're on especially thinking about a smaller company, it's a process of preparing them for for sale as a as a buyer as well. That is that is, you know, one critical part of it as well. If if they're not already thinking about a sale process, it it takes kind of like a shift in the mindset to some extent, but also preparing for that, you know, preparing for a extensive due diligence process that an that an MAUI process requires. That's that's kind of like a time taking process. So it these can take as long as two years, three years to develop when you're doing it organically. But the good thing is if you are doing the following that strategy, building your internal, criteria pipeline, You have an ongoing pipeline that one particular company might not execute in two years, but you might be executing a company that you talked to or started thinking about a year back. You might be closing them today. And then the company that you're talking about or thinking about today, you might be closing in two years. So that's how I would, solution Don't rush them. Don't rush to marriage. Exactly. Yeah. Let's get, questions here. Now we're getting really close on time. How do negotiate with PE owners if you are a strategic buyer? Do they tend to push up the price if the deal thesis overemphasize the synergies? You do not wanna tip all your hands, but as as a strategic owner of a as a PE owner, they already understand who you are. Or even if they don't know you, they will get to understand you, right, as a strategic buyer. So they know their synergies. You do wanna highlight those particularly to the management team to make yourself as an, like, attractive buyer. Management team always, prefer, in in my opinion, like to work with lot of them like to work with strategic buyers for several reasons because there's, you know, alignment on the business. So you do wanna highlight that, but but, again, do not I I wouldn't overemphasize or quantify your, what what, what value that brings to you as a as a buyer. So you kinda like I need to strike a balance there. I know we're hitting on time. Yeah. Okay. We got a couple of last last one in. Rajesh Rajesh, what's your view on building the pipeline through internal resources versus an external agency? And I've seen a lot of these agencies that'll do outsource corp dev search for you. It it depends on your organization, how you're built, how you're structured, how big you are, and what's your bandwidth for your internal capability. If you have that, great. If if you if you think that your your time is better spent on, analyzing specific targets rather than doing the organic work of understanding the industry, you, anyways, would have to understand the industry. Right? If you're looking to invest, but then scanning the market, making outreach, that's that's a lot of work as well. And it's perfectly okay to, you know, hire ex external agency to to do that, leg work for you as well if if that's that's what you wanna do. Thanks, Raj. Hey. This wraps up our session. Those of you participating, I appreciate you taking the time, and we're gonna follow-up to get some feedback. I'd like to get the feedback on additional topics you like to cover, suggest to speakers, and so forth. And we got more stuff. We do have a couple in person events that we're doing. It's for corporate development and private equity, in house practitioners, but we do have one in Boston coming up in June and then also in New York. So if you're interested, I'll get that following. We send a follow-up email and reply back with your interest. Otherwise, reach out to me on LinkedIn. You know, happy to connect and and sort of get some, additional information for those in person events as well. Rajesh gonna be there. New York. Right? I think we're doing GHA. They're based in New York. And, Kison, thanks for the opportunity. Great great, great interactive session. Thanks all to those who participated and particularly those who asked questions. Always, you know, love connecting with the fellow, M and A participants. So great opportunity. Thank you so much. So next time, cheers to the deal. K. Thank you.