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M&A from an Attorney's Point of View

M&A, Due Diligence, and Integration from an Attorney's Point of View

An M&A Science Podcast

Hosted by Kison Patel

"We're always on site when the transaction closes to have immediate conversations with the employees. This way they are not hearing it from press releases or the news, they are hearing it from us."

On this episode

Luke Fedlam, a mergers and acquisitions attorney, shares his knowledge on working with outside counsel, seller representation, LOIs, financial planning, and identifying showstoppers.

Formally, an attorney at a midsize law firm that specialized in M&A, Fedlam took his expertise to Scotts Miracle-Gro as an in-house M&A attorney where he focused on strategic acquisitions. He has had the opportunity to work on numerous deals of varying sizes and complexities.

In this podcast Fedlam focuses on his approach to due diligence, renegotiating financial terms, and cultural post-merger integration.

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Show Notes

00:00 - Introduction 

01:40 - Differences Between Internal and External Attorneys

07:23 - How Attorneys Approach Due Diligence 

09:00 - Accessing Information in a Proprietary Transaction

10:33 - Do Proprietary Transactions Affect a Transaction’s Timeline?

11:52 - Biggest Risks During Deals

12:43 - Identifying and Mitigating Deal Show Stoppers

16:29 - Knowing When Additional Diligence Is Needed

18:32 - What Items Cause Deal Renegotiation?

20:26 - Changing Financial Perspective During Diligence

24:09 - Negotiating with the Counterparty’s Attorneys

29:33 - An Attorney’s Role During Integration

30:45 - How Thorough Due Diligence Leads to Successful Integration

36:02 - Strategies for Creating Cultural Synergy

38:32 - Importance of Transparency

39:23 - Biggest Challenge in Executing the Integration Process 

40:31 - Owners Bailing Out After Closing

42:15 - Post-Close Surprises

44:03 - Craziest Thing Seen During M&A

46:29 - Advice For M&A Attorneys

48:34 - Ending Credits


Related Resources

DealRoom for Legal

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