How to Transition Roles in M&A

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Doing well Kisan. Great to be back and chatting with you.

Thanks for taking time to come back and hang out. Can we kick things off with a little bit about your background?

Carrie Perez I'm a native San Diegan now living in Dallas. Been at amn healthcare for 15 years and as we'll talk about today, going through several different roles. Also spent a little bit of time at Amazon. As you mentioned, AMN Healthcare we are a work workforce solutions company. We focus a lot on staffing solutions. So think travel nurse Locum Tenens, which is traveling physicians as well as more recently getting involved in technology enabled solutions, specifically through acquisition. I'm on the board of a nonprofit organization in Dallas called City Square, helping to fight poverty and really looking forward to sharing a bit about my story today.

I think what sticks out about your story is you obviously have a diverse background but you started from integration, moved into diligence, now you're heading strategy. Tell me how that all started.

I'll go back in time to my marketing days at AMN Healthcare. I started actually entry level in sales at AMN and then for the majority of my career was in marketing. And I think there was a pivotal time where we got a new leader into the organization. He came from HP helps to start up hpshopping.com and he brought an E commerce lens to our company and really help change us from top of the funnel marketing to going all the way down to our key revenue driver, which is placements. I bring that up because it really helped change us into more strategists as well as more operational. And we really got to understand all aspects of the organization because we had to follow our top of funnel down to bottom funnel. So that really helped my introduction into not just AMN Healthcare, but really the buddings of what it would be to be a strategist in helping businesses achieve their goals and helping to learn more about the entirety of my organization as well as getting exposed to several different people so that when it came time to get more involved in an integration, I already had a really good background of knowing the different departments and different players. I always try to get involved in some special projects that would help get skills outside of the department that I was in. So there was a call to get involved with a particular integration of a company that was in Kansas City. And so I joined just as a marketing representative to help integrate their marketing functions. But what was really key there is that joined all of our weekly integration update meetings and was just in a constant state of learning and listening to all the rest of the functional areas and what they were talking about and how they were integrating. So my first step was just to observe the integrations from afar. Then I got a little bit involved in a particular segment and then cut to a couple years later, maybe a couple integrations later that were just marketing focused. And I got tapped on the shoulder to go and move from San Diego to Boston to lead an integration. Mind you, I didn't have formal experience necessarily. It was really what I had observed from my colleagues and some of those departments that I got to know in marketing. My foray into integration from a marketing marketing standpoint and then just took the leap to lead it. That was a little bit nerve wracking. Didn't really know all of the parts of it. Trialed by fire a bit. But through the six months to nine months that I was there, living there alongside the team that I was helping to integrate, really cut my teeth on how to integrate. And since then, certainly have gotten better and better each time. And what you Learn from it. But I think that's my first initial lesson is observe it, try it a little bit and then just go for it. Was happy to get the opportunity to even have the trust from colleagues and my leaders to go and trust me with that integration. But I had a little bit of confidence just from what I had seen and observed prior.

That's fascinating. You got in completely from within a function. Got this, hey, can you put your hands in this project for integrating within that function? And then we need somebody to lead all this integration work. I'm always curious because I'm imagining myself doing that and I would make a lot of silly mistakes. I'm very unorganized. Did you have anything you could remember that was something that may not have went out well, Kind of one of those early lessons learned.

There's certainly areas that I, if I could have done differently, would have. I'd say it was more just understanding the jargon of what I was talking about. And there's a period of time where you're relying on just your problem solving skills to connect the dots, but you're not necessarily sure of the depth of what that function is talking about.

That sounds like a key part of integration. Leading integration is understanding the functions, how they interact with each other. Can you tell me more about that? Do you agree? Is that sort of the crux of it taking away project management skills, but just saying that whole understanding of how these pieces work together.

Well, understanding of how the pieces work together and if you don't know how all the functions work together, just being personification enough to understand why you're hearing something over here and it's not aligning with some sort of progress over here. So you might not know what the solve is, but you should know why these teams need to come together and talk about the issue. Now that has transferred even further into the actual setting up of a diligence and integration management office. After several rounds of learnings to understand the clusters of what has to come together to drive not only value, but to actually do the nuts and bolts of the integration. And certainly understanding the chronology of kind of what has to happen first. Where are the landmines? If you move too far with one function and not with the other. So it certainly is about, I think of just these clusters of milestones and how you need to bring the right people together versus be siloed in a function.

You walk me through that. It sounds like you were independently leading integration, but then when you say stand up and imo that sounds like you're really doing a lot more than just project managing.

I left AMN for a little bit and went to Amazon and got a call back from my now manager who's our chief strategy and Experience officer and our CEO saying hey, we've got four active acquisitions and integrations going on at one time. We really need to evolve from a model where we'll just pick a person from a department function or a business unit and have them go run an integration to really having this be, be a more systematic approach centered in driving value and executing on time and budget that's repeatable and scalable. And can you come and do that for us? And through again, a little bit of my sort of three step process, observe, try a little and then really jump in and do. This was my next evolution of jumping in and do and doing and setting this up. So I did a lot of self education of reading books, listening to other webinars, talking with other folks in the industry and then really tried to evaluate the problems or opportunities that AMN had to say, here's the key things that we need to do in order for us to be successful in alignment with best in practice. And so one of those things was getting consistent players in the integration roles as opposed to maybe a round robin of who's available in finance or who's available in it. Getting commitment and dedication from our CEO, committee members and those departments to say when we have an integration, here's the person that you're going to pull and be dedicated to it. And that's where we really started to get a more well oiled machine in understanding all of those nuances that happen within each integration that you take with you as lessons learned. It's one thing to have a debrief and to have it on a piece of paper and hopefully you read it again before the next integration. But it's another thing to live it and breathe it with the same people who know how to raise their hand and call out, we did this three integrations ago and there was a problem that's just helped us get more and more and by no means are we finished, but more and more streamlined in solving for value, in solving for speed, and then of course in experience for the new company that we're bringing in.

Where did your experience with diligence come in play? Was that before coming back and building out this IMO function or after?

It was before, I'd say concurrently, after I did my first integration, there was another acquisition coming up where I was asked to lead diligence and that was another Example where I had participated in a diligence before, but I had never let it. I just jumped right in and used some of the tools that we maybe are already had. And again, it was that one's a little bit trial by error. Really work your way through it. Rely on what you know about the company, rely on people who can help you raise your hand when you don't know where you feel like you might be going into a section that you need some help. And then really it was just running through an actual process with some support right away. No big training. And then from there there was another acquisition that came up. And so I led that diligence. And again, just being in that constant state of learning and understanding the differences between when we're fully running diligence, our the next one that I did, we involved a banker to lead it. And so then I picked up on some of their best practices and then incorporated some of their templates into our next evolution. So there's a little bit of your own experience and intelligence that you can bring to a role. There's others that have helped bring you along the way and share their guidance. And you have to be very much open to constructive feedback and take that with you. There's being in that constant state of learning where you are focused on your job at hand, but in the peripheral, you're picking, picking up what others are doing and adding that to your arsenal. And then there's just sometimes trial and error of okay, that didn't work the best. How do we change it for next time?

It sounds like a fundamental piece was you had an opportunity to observe what was happening with diligence and then you progressed and got more involved to the point you were leading it. What were some of the lessons that you brought with you? I'm sure there's got to be the other view or integration folks like, hey, they didn't do this and this in diligence. Or if I would have got involved earlier here. Yeah, I'm curious if there's certain things or changes that you brought with you as you started getting more involved with diligence.

Some of the beauty of it is on any given day I could be doing a diligence and also running an integration and trying to prove it along the way. So being involved in integration, of course you wonder why didn't they solve that in diligence? Why wasn't that question asked? And so I could bring some of that to the forefront when I was setting up the demo. The knowledge transfer between diligence and Integration is so important. How do we memorialize that and formalize that and ensure that there's a proper handoff? So that's a lesson that I learned, is if your team members aren't the same from diligence moving into integration, there has to be a really solid handoff that is written and can be referenced and is memorialized. The other thing in particular was pulling up key questions that are difficult, that might be sensitive, talking about maybe a brand change. Or in some of our instances, it's the discussion around moving away from a homegrown system that the other new company is very proud of and bringing them into our fold, pulling some of those difficult conversations forward, or at least getting a feel for it. It really helps the integration team as well as the new company feel better about how this integration is going to go. If the integration team is not aware of a sensitive topic that may or may not have been skirted around during diligence, you're just setting them up for a landmine to walk in and say, okay, so we might be changing your systems. Okay, if that hasn't been discussed before, that could be very touchy. So in summary, key handoffs between diligence and integration, bringing forward potentially sensitive topics if possible during diligence at the leadership level, as well as clarity of what type of integration this will require. That will then set up the rest of the integration team to know that it's from modular perspective. Okay, it's an absorption model. We know that we're going to definitely fully absorb them into our people and our shared resources. We're definitely going to absorb them into our IT versus something where it's more of a symbiotic model. And it's okay, we're going to absorb these key functions, but they need to run autonomously here to create value. So it's really about the clarity.

Yeah, I got a couple of key things here. You emphasized the handoff, which obviously is really important. If you had different teams working on diligence integration. I look at details, getting into sounds like more of the key questions. Also the sensitive topics, getting that clarity instead of prolonging that conversation, and then alignment on the actual integration approach so that it sounds like everybody's on the same page about what's to come when it's time forever to hit the road and we got to forward after close.

Yeah, exactly. And two other points on that on the sensitive topics. One thing that I learned moving from integration into diligence is why you can't have some of those conversations if it's a super competitive bid process, just not the right time to bring that up. There's an art and a science obviously to that. So that helped me realize in integration why you can't always go so under the hood until you actually have signed a deal and you're having discussions. And then the other point on the clarity, sometimes within building out the demo, it was really about just establishing language with each other and certain lexicon. Whereas before, maybe each individual person who was running an integration came in with their own flavor, their own way that they spoke about things that can cause some confusion. So even just a simple term of oh, when is it going to be it go live or it cutover? For one group that can mean X, Y and Z systems and for another group that means ABC and X, Y and Z. So just getting to that certain point of clarity where it allows for that speed and efficiency to share same language with the same people really helped.

And for clarification, you referenced demo. We have a separate interview. Those of you listening haven't heard it. Search for it with Carrie Perez in M and A Science, but we talked through model and how you set up a demo, which essentially is both your diligence and integration management office combined.

Exactly. And specifically for the reason of how important it is to have some continuity between diligence and integration. And if it can't always be the same people who are doing the diligence, at least the leader, in this case myself from the demo will have that continuity.

How much better is it to do it that way versus the traditional handoff?

I feel that it's exponentially better. And in fact what's even better is that not only am I involved in diligence, I've been now more involved and management meeting discussions and prior to LOI discussions that I just am cataloging all the bits of information to help package it and connect the dots if it's possible. Or at least this is how it's worked for our organization. The more upstream that I've gotten, even when we pass on deals and we don't even get involved into an ioi, it helps me understand the strategy, the rationale, the value that we're looking to achieve to better design both the diligence and the integration and then ultimately the handoff from integration into your fully functioning business unit. How do I help talk with finance during the operating model of things that I've noticed that maybe the new company isn't attuned to think about when interacting with OPS planning for the first time.

This is fascinating. It's almost I'm listening to a model of its own to bring people from integration into diligence, which isn't a common practice in M and A but from all these interviews I've done it sounds like it 100% should be. I've had a number of conversations from M and A integration practitioners that want to get involved earlier, take some of the things they've learned and bring it up early in the process. Should we advocate and start looking at that for shifting the industry forward is let the integration people just come up front and take more of the process over.

Certainly worked in the model that I have. I can see some arguments for why not and where specialization really matters and where it's more of a machine and they have team members that are solely dedicated to diligence and solely dedicated in my organization that's on top of their day job. Often we don't necessarily have the luxury to have that sort of specialization at all times. But it certainly has been helpful for me and I think for the perspective of our company. And I do have to give a lot of credit and thanks to my leader Nishan and my CEO Susan in advocating for my development and bringing me along. And that's another example I think of that similar model of observe, participate, lead. I had that same thing happen with the management meetings. I first got invited to one with a colleague and yeah, frankly we didn't really say too much. We heard how the questions went down, we heard the answers, we saw the flow of it. Then the next one I participated and then finally I went out and led the whole thing and went to dinner and gave the toast to everybody. So maybe it's not a novel model, but it's been something that I've been able to track throughout my career of how I've gained a little bit of knowledge and then had the confidence and the support more importantly to take that leap when even maybe I have. I wasn't necessarily ready on paper, which I think is actually a segue too to this to strategy on the off time of diligence and integration. Management office we're not constantly shopping, but we're not necessarily always a process. So what do I need to flex to when I'm not involved in an M and A process. So that's where I started cutting my teeth more on strategy, pulling from what I had learned from marketing and really getting involved in their prize strategic process with my leader. And again, it's a situation where observed strategic planning process with our CEO committee the next year I was developing the content the materials and leading one particular session. No. Cut to this year when it's officially now my role and I'm driving it, of course with support from our wonderful Anna colleagues participating it. But that's just been those three steps that have helped me move along my career in M and A and within my company.

Did you skip a step? Did you skip over head of corp dev and went to strategy?

Yes, because technically corp dev is embedded in our strategy function. So in theory, M and A and our Chief Strategy officer is chief strategy plus M&A. We don't have a specific corp dev function, but it is more of a team sport right now in which we are having a fin on the pulse talking to all of our business line leaders. We have at least 12 to 15 different business lines who are really have their ear to the ground and are informing us. But it's actually funny that you mentioned that because we I am building out a team to be more corp dev focused. We are, I think, big enough now where not only should our strategy be focusing on running the business and of course growth and incremental value, but really being systematic and thoughtful about where we're going to be going next from a new solution, from new emerging markets and having three team members focus specifically on that in a corp dev sort of role.

Are most of your deals now bubbling up through the business lines?

I'd say they're bubbling up through the business lines and they are bubbling up through our relationships with bankers. So I think we've had the luxury slash necessity for deals to come to us. But we do want to be more proactive in outreach, which is a deliberate sort of enhancement that we would like to do over the next couple years. We've done it throughout time, but to the point of just having dedicated resources. That's really the area that we want to kind of focus on next.

You make it sound too easy. How are you able to transition easily from these roles?

I'm sure it hasn't been. There's certainly times where my palms are definitely sweaty, where I think about what it would be like to be quote unquote, classically trained, come up through a consulting arm from a strategy perspective and have all these different arsenals and tools and frameworks under my belt. But I have been very grateful for the mentorship that I have had within my organization and outside of my organization, constantly seeking to learn what I don't know. I just recently joined a group called Chief. It's like a kind of a women's networking group and with other people in My pod beginning to try and learn from them. I will also then give a shout out to my CEO Susan. She definitely has a motto of not only being a mentor but being a sponsor and an advocate. Not necessarily even just kind of meeting with you and soundboarding with you but actively looking for opportunities for you to increase your skills. So definitely not here's a job, but okay. Hey, have you thought about getting involved on the board of something that helped trigger that thought for me where I get to practice my strategic skills outside of the organization? Have you gotten involved in this cross functional product or project that's going on? So. So I really appreciate not only that mentorship but that advocacy and sponsorship to work with me to understand where are my strengths, where are my deficiencies and then let's actively go figure out where those deficiencies may be and put me in a situation where I've got the opportunity to learn.

I pulled out a couple themes. One was the ability to get comfortable being uncomfortable. Then I got networking and mentorship.

Yeah, you know what, you summarized it way better than I did. So I appreciate that. Kisan.

The reason I do that is so I can take them apart. I keep needling through and pick them out a little bit because when I think of that ability to get comfortable doing things, you're uncomfortable. I right away think of discipline which is fundamentally when you push yourself and then that's how you progress. You can do the next thing when you get stagnant and you're comfortable what you're doing, that's it. You're going to be in a very slow to no moving zone. But when you constantly are finding yourself with sweaty palms, that's probably a lead indicator that you're progressing and getting to a spot to challenge yourself, get comfortable with the new things, take the next level of uncomfort and make it comfortable. Does that sound right or that's a thousand percent.

The gap sometimes between the observing the trying and then the leading between the trying and the leading sometimes has been a pretty big jump. That is just like the preparation of okay, just keep your building blocks going, you know what you know and more importantly sometimes you know what you don't know. So you can actually get closer to knowing it by seeking out whether it is educating yourself or taking a specific use case to someone who knows to help you work through that. And so then a shout out to my manager Nishan who is always encouraging me to take that step when it feels uncomfortable to the point now where it feels very comfortable to move into something uncomfortable and exactly to what you said before, when I don't feel like that, I know that I need to consider what else I need to try.

Is it the company's job as a culture to foster that, or is it more on you as an individual to strive and push for those opportunities?

I am of the school of thought that, yes, the company does need to help you develop, but you need to be also in charge of your own career. You need to raise your hand when you want more. You need to not even raise your hand when you want more. You might even need to bring to the table exactly what you want to try. Having been a leader and developing team members, it is so much really appreciated. And I know exactly how to help with a busy schedule. When someone says, here's where I want to go, and I've thought of an opportunity that I'd like to get involved in. So then at that point, it is my job or my manager's job to help me figure out how to get that to course correct me if it's not the right thing or to. To support me. So I'd say it's both. But I often feel like I hear different schools of thought that really should just be the company tapping you on the shoulder. But no, you really do have to steer your own ship.

That's the difference.

Yeah.

How about the mentorship? What's your approach in getting the most out of that relationship, and how do you even originate it? For some people that struggle with it.

It'S kind of an equal partnership between the mentee and the mentor. There are some programs, even at my company that's called Ignite, and it's a specific mentor program. And there, there was a. A template that they would help get people initially started with from a formal mentorship process. But the key there is that the mentee is driving the conversation. It's not the mentor pulling from that conversation. That is where I will work with individuals to say, bring me something that I can help you with. Similar to the conversation we're having right now, you were able to hear some themes and expand on it. That's exactly what I would like to do, is hear some themes, understand what their strengths are, understand if they know what they're interested in, and then start to encourage them to job shadow, look at job descriptions, understand where their skills are transferable, especially if they want to move from one department to the other, and then just give them that confidence too, to take a leap even if they're not ready.

You gotta be proactive. I like how you framed it. That the mentee has to be proactive. Like, I'm driving this conversation. I'm asking you questions. I do have an outline in front of me, but I'm not going through it. I'm asking a lot of stuff out of curiosity because I want to get value out of this conversation.

Yeah, exactly.

For you, it doesn't matter. You're just trying to help and you're answering questions regardless. So it is back on me to be proactive, to put some time and effort to think about the questions I am asking to get the most value out of that conversation.

Exactly. And yes, there. There can be. And I'm open to feedback from anybody I'm mentoring if there's other things that I could be doing better in a constant state of learning. And I think the key thing, too, as a mentor, and I'm going to also hearken back to Susan as well, is you get so much out of being a mentor as well. I learn from the people that I mentor all the time, and I love to incorporate what I'm learning from them into my day and how I can be a better mentor to others. So I think there's a humility about also being a mentor. Like, I'm honored that they would be interested in learning from me. And it's all about, I think, paying it forward, too. I've been so grateful and benefited so much from people mentoring me that I feel it is a honored responsibility to be able to take others along with me.

So what else does a template have? I like the idea of introducing here's a template and encouraging it as a part of the game in the company.

Within you at least settle on what are the goals that this person wants to achieve and then maybe some of what are the milestones that they're going to know that they're achieving their goals. Maybe it's like more of an objectives and key results sort of situation. In my organization, we use strengths finders as a kind of diagnostic tool. So if they haven't done it in a while or if they've never done it, I will ask for them to do strengths finders so we can really hone in on. Yeah, where they can sharpen their skills versus maybe where they're super deficient and play off of that, which is the whole point of strengths finders. And then there's also another tool called the motivators assessment. I'm not getting paid by them just for the record, but it's been helpful for me just to really get a agnostic potential view of what are people interested in because I don't know about you. Sometimes it's oh yeah, what do you want to do? And that's sometimes can be the hardest conversation with a mentor mentee because they're coming to you because they want usually help to figure it out. But you need something as a mentor to understand a little bit about where they're going or where their strengths may lie. And I also try and pick that up in the conversation too of where I innately feel like, yeah, you're so great analyzing a situation or you're so clear on getting to data and just picking up those parts. And from maybe what I know about the organization, what I know about different functions, which is fantastic in my role of strategy is being pretty well connected throughout the organization to help them connect and network them. To say, you should talk with this person. I know they've got something open or I know they're about to start working on this project or going and advocating for them saying, hey, have you considered this person?

I'm always pondering sometimes about the M and A dream team and I've concluded from doing a number of these interviews that's all about diversity. The more diversity you have of a core M and A team, the better off you are. So objectively looking at that from a skill set that would be really interesting.

There was a point in time a couple years ago where we pulled people from the business to focus on strategic initiatives and I did do that same exercise with them because we were starting from blank sheet of paper not knowing what our roles would be in this brand new formulated team with these new initiatives. And so I did use that to say, okay, you would be a fantastic person to advocate for change management. Okay, you are going to be the liaison between it and the business because of your ability to communicate and transfer ideas in a meaningful way. So yes, I guess I've done it in the past, but I love that idea of applying it to a dream M and A team.

We'll do a little workshop around it, we'll map it out, create a little program. We'll do it for the academy when it comes to networking because sometimes people struggle with that, like where's there something that evolved career wise that allowed you to become a better networker?

I participated in a program called Founders Institute. It's an incubator accelerator program similar to maybe Y Combinator or something like that. And I took an idea as an intrapreneur and joined a group of entrepreneurs who were trying to get a business off the ground and went through this eight week course with them. I felt like that gave way to more organic networking because we were all involved in a project or we're involved in a process together, not necessarily the same project. Also gave me access to some judges on panels that were local CEOs or entrepreneurs in the area. And then I started really putting together what I'd call my own personal like board of directors. So the facilitator of that Founders Institute, Janine, she was on my board of directors. I got actually the former head of strategy and investor relations was the one at AMN who introduced me to that Founders Institute. So she joined my personal board and then from there it felt just more organic to connect with folks when you're involved in a project and then recognizing that you have things to offer other people. So I think it always comes back to how do you connect the dots where other people introduce you? And that begets more networking too. In the beginning it is awkward though, okay, I'm gonna go and join Toastmasters. But you always strike up some sort of dialogue and you do have to put yourself out there. And then the other thing too is don't network. When you need something like network throughout your career and be willing to help someone and then you will have fostered those relationships. When you do need something that it'll be more organic to have that conversation because you actually have a relationship groups.

Finding ones you're generally interested in thinking forward about, about how you can help.

And add value to someone and fostering those relationships. I'm not speaking of someone.

Teach me how to do that better because I always screw that part. I meet people and never follow up with anybody. I forget about them.

I've got some problems with that too, especially when you're busy. But there are just certain people like in fact there's a woman named Lauren who actually came from an acquisition that we had and we struck up a friendship through the integration. She has since left the organization, but we make it a point every quarter or something to stay in touch. One example is that she needed a member to join her board of a new startup and I helped connect her back with our chief clinical officer to start that board. She was the one who introduced me to join Chief, which is the women's networking group. And so there's just a sphere of influence where it's just good to stay in touch. It could sound silly, but even commenting on their LinkedIn, recognizing their achievements, being relevant in just their social media day, that is a world that we live in a bit now too.

I like your Approach. There's a nice clean strategy to it. I'm not that sophisticated. I just ping people on LinkedIn. And you want to be on my podcast?

Well, I think you've done a fantastic job there.

Can I ask you a couple meaty M and A questions?

Sure.

These are ones I was thinking about earlier when you were walking me through how your process is evolved. I'm curious going back to coming up from that integration path, getting involved with diligence, when you work with that business unit leader, that ultimately is how to own own the business and the results. Is there a big difference that you've seen in that relationship from just being an integration leader to really being that person that's running all the way through diligence integration? I'm just curious how that's different.

The fact that I have led integration and then worked with that business leader, has that impacted the our relationship or the ability for a successful integration?

I'm thinking like before, after. Right before you would just come in as integration leader, work with a business unit leader through the integration. But then as you progressed, set up this emo, now you're really doing the whole process. Yeah. How has that relationship changed and what was the good and bad?

Just doing the diligence probably is not as, I guess everlastingly connected as it is doing integrations because you're really understanding their business more and you're really looking to drive value together. So I'd say you get a of lot, lot more out of going through that year long integration with them. I will say that some of the relationship is almost more important post integration. In particular in my role now with strategy, which the demo reports into strategy because now I have such a deeper knowledge of their business, them as a leader and what their goals are from the point of acquisition to seeing how that evolves throughout time. So that's where I'd say there's like that biggest evolution of a relationship. Is that interesting?

So it goes all the way through you got your integration diligence and then all the way in the strategy. But the more you understand, the better you can align and support that business unit leader.

Yeah, I know, novel concept. But it has been very helpful, especially on a personal level too. There's been some that the leader in Boston that I worked alongside, he was able to come to our integration team when he wasn't maybe sure how AMN worked and felt that comfort to be able to ask the, the questions that he thought maybe were obvious to other people. So there's a relationship that I think you earn trust a bit more. You have that bond where people can can come to you in a vulnerable moment and ask for your help. And that inevitably, hopefully leads to more retention and actually getting to value. Sometimes that doesn't always work. It depends on if you're buying a company or teams that are used to being entrepreneurial and they want to just to their next gig. You might not always be able to retain, but I have found. Nor was that necessarily the design, but I have found a deeper sort of retention. When people feel like they know someone at the organization that they can come to and who knows them a little.

Bit, you're more focused on the acquired leadership and their experience coming in on.

That one for sure and then translating what I can know to our existing business line. So that's what I think. Part of my evolution at AMN and in my career has been, has not only been the hard skill skills of what as I've said, I've acquired along the way, but more the soft skills and the interpersonal relationships, the leading through influence, empathy and sometimes hard truths with folks and being almost that liquid in, in between that can kind of fill in the gaps and connect the dots. Managing the white space, I'd say is if I can say a skill of mine.

Well, I ask you this because objectively when we get to that point we buy a company, I want to get the most value as possible from that acquisition. And a lot of what you're saying makes sense from that. Hey, I've learned these skills from the actual execution of integration to management of execution, management of diligence to thinking through the strategy. I'm like when you do work it backwards, you really, it's like we work at the restaurant, right? You started off washing dishes and sweet mopping the floor. Next thing you know you're cooking service and you're running the place. Probably going to be a far better manager because you can dive deep in every little piece of it. I think you've developed that capability, which is intriguing because I look at it as that seems to be the path to really maximize value on M and A. Because now you're already talking so much about the leadership alignment and how more about that than anything else that we can easily get sidetracked into.

Yeah, it does make sense. But also I think not being so stuck in your ways too that new ideas come along, you don't want to just be be drinking your own Kool Aid too much that you can't adapt to where you should be new or where you should be looking from the outside to help round out your team, which is what I'm doing. Looking for some people internally, but more importantly looking for some people externally to help shape those thoughts into new things to help sharpen us and make us better. I will say that from a strategy perspective and Ching, when I was looking into the role there was a stat I'll find the source. It was like a McKinsey or Deloitte where it did say that 86% of the time the most successful strategy leaders come from within. Sometimes there's just so many nuances to an organization and I will say in particular with or any group that has a lot of organic but also inorganic growth. Knowing all the bits and parts of these companies and how they have come together or sometimes how they haven't come together, what has been integrated, what hasn't, why did it happen this way has really helps me to understand from a strategic lens what can and what should maybe happen that wouldn't be as apparent to someone net new coming into the organization.

Fair point. I had a question around the different process. We talked a little bit about it earlier but between running a proprietary deal, working on an auction process. Reason I ask because you got the full stack. I don't get a lot of practitioners to talk to that have that. But when you compare the two because. Because ultimately when you're going through a time boxed sort of auction process, you're pulling steps out, period. Like you're not going to do as thorough of approach that you would if it was proprietary. What's your view on that? What are the must haves or the things that you've learned? Especially if you start pulling stuff out, then it's going to definitely bite you later down the road.

There's obviously things running up into that point where you will be in that auction process and of course it's the valuation that is the most important and legal things that could bite you from a risk or legal perspective that are just like non negotiables and that upfront process into even knowing if you want to move forward. But we do not, once we become exclusive, skimp on diligence. In fact that is something I'd be interested in if there are ways to streamline it better. But we have had several occasions where it's that thing you find at the 11th hour that you just kept poking on, you kept poking on, kept poking on. That was the linchpin to why we.

Didn'T go forward with the deal speed without sacrificing quality.

We're not.

Yeah, that's the science of M and A, you gotta really hone that in.

It is it can feel like a lot for a new company, especially if they're smaller. But the hope is too that it makes integration even that much easier because there's a lot of the discovery that's been done up front and we have that clarity going into it of the things that we need to to not only fix to make sure it works within a public company like amn, but to make sure that they're the most successful. We want to help, we want to help them succeed for many reasons of course. So that's where I think we are. I wouldn't say the word is unapologetic about our diligence process, but we really believe in the outcome of what it's helped to uncover, both from a preventative risk mitigation, but also acceleration and success.

Thinking of all the M and A practitioners out there and the theme of this is mobility between different roles. What's your best advice to practitioners who want to transition from one area to another?

I will go back to like my three step process. Find that path of where you can observe, try a little and then not be afraid to take that leap into leaving and encouraging your leaders to allow you to do that. I would say also be in that constant state of learning learning where I mentioned before. Be focused at the task at hand when you're trying, but be aware of what else it takes to potentially lead it and just have that thought in mind. And then seek out networking, mentorship, but drive your own career with an understanding of your strengths, your weaknesses and look for those opportunities to further strengthen what you have and also give you experience where you don't have experience so you can speak to it when you're trying to move into another role that might not be an exact skill match.

We got see your path forward speak up. Partly is a discipline to do that continuous learning, keep learning and then to network, find that mentorship and that mentorship.

And then also self educate. I wanted to learn more about the actual math behind valuation and so I took a Columbia business course extension to learn a little bit more about that. Reading books, talking with others. So certainly learn on the job. But anytime I can go into a place feeling a little bit more prepared, it just gives me that confidence to say I know what I don't know. And so therefore let me go seek out hopefully prior to making a major mistake of where I should raise my hand and say I'm going to need a team on this, I'm going To learn it now and next time I probably only I won't need do, but I do right now. And I think that's important when you could admit where you need help sometimes.

Is that funny how that works? You have to learn to know what you don't know.

Yeah, a thousand percent. But that's another, I think, really important part for folks is just like, understand what you don't know. Don't just walk in blindly. At least try and do some research and say, yeah, I don't have that skill set or I definitely have that one.

Absolutely. Terry, what's the craziest thing you've seen in M and A?

It's not so much crazy as it is. Is something that I just encountered that made me think a little bit. So there was a recent process that we were involved in that we actually stepped out of. Just didn't end up being the right fit for us. And a couple months later I got a call from a friend, said, hey, did you happen to work on a deal? He didn't know the deal, of course, with a guy named X or Y. And I was like, yeah, I did. He was one of the bankers. He said, that was my son. So it was just random that a friend from San Diego called me about a guy that I worked with who was based in New York. And it made me realize that like M and A or at least healthcare, M and A can be a small space sometimes. And what that really made me think is always try and have the best relationship that you can with folks. Always try and do the right thing when you're going through a process, because you never know when you're going to run into someone again. You never know when you're going to know their dad. And so in that particular acquisition, something that I found, as I always do with my company, very ethical and try to do the right thing. There was a point in the process where we knew we weren't going to go forward in it. And it was going to be right before the next round where they were going to be sharing some more sensitive information that we knew that they were very cautious about sharing information with a potential, with a competitor. And so we did not waste any time saying, thank you, we're not going to move forward in the process. Before you send over this information, we want to exit. So you feel that earnest and ethical nature from us. M and A can be small. You never know who you're going to meet and do the right thing. And don't burn bridges because you're probably going to Bump into some someone again.

That's true. You're a lot more honest than I am. I would have done the diligence as much as I could. I don't know. I feel like that's how I got started was just diligence. Everything possible. So you learn.

Yeah, I totally get that in our space is like the largest in the industry from healthcare. We want people to. I know you're being facetious, but like, I get it.

You're a public company. I get it. Rules are different.

Rules are different. And we want people to want to engage with us. And also we want to attract the right companies that fit that culture too. Knowing how we went about the process in hopefully the most respectful way that they can see that as an example of how they would be treated when they joined the company as well. And that not to go tell other people that, like, yeah, AMN did X, Y, X or Y. It's no, AMN did the right thing.

It's so true, though. In our space in general, people talk. Everybody. Players, coaches, everybody.

Yeah, exactly.

So you do you burn that reputation, you're not going to get as many phone calls.

That's right.

Hey, Carrie, thank you so much. I enjoyed this conversation. It's been a blast to talk to. I learned a lot. You're helping me become a better M and A scientist.

Thank you, Kisan. I love what you're doing. Such a great organization. Congratulations on all of your success and looking forward to staying connected and networking as we should with a fruitful friendship and relationship in M and A.

Absolutely. I appreciate you helping and sponsoring all the way. It's been fun to grow this community of corporate M and A practice practitioners. Till next time, here's to the deal. Thank you for taking the time to explore the world of M and A with our podcast. We love hearing feedback. Tag us on a LinkedIn post, add a review on Apple Podcasts. We'd love to hear from you. If you need help standing up an M and A function or optimizing one that you already have, we're here to help. And if we can't help you, we probably know someone that can. You can reach out to me by email, Kisan K I S o n a science.com or you can text me directly at 312-857-3711. If you just want to keep learning at your own pace, visit mascience.com for a lot more content and resources courses. That's where you can also subscribe to our newsletter. Again, that's mascience.com here's to the deal. Views and opinions expressed on M and A Science reflect only those individuals and do not reflect the views of any company or entity mentioned or affiliated with any individual individual. This podcast is purely educational and is not intended to serve as a basis for any investment or financial decisions.