The Importance of Conducting a Quality of Earnings in M&A

I'm Kisam Patel and you're listening to M and A Science, where we talk with deal professionals and learn valuable lessons from their experience. This podcast focuses on stories, strategies, and what actually happened during M and A deals. In this episode, Andy Jordan and I explore quality of earnings for M and A deals. As principal at Riveron Consulting, Andy has extensive experience working with mergers and acquisitions. He explains why it's in the seller's best interest to complete a quality of earnings analysis. Andy discusses the importance of objectivity, normalization and questioning. He also outlines critical red flags to watch for. Here's more on Andy's background.

My name is Andrew Jordan and I'm a principal at Riverrun Consulting. I am in the transaction advisory services practice within Riverron. I've been doing transactions, which is really mergers and acquisitions, financial accounting, due diligence on and off for the last eight years of my career. Prior to that I started off as an auditor at Arthur Andersen, which Arthur Andersen felt folded and became kpmg and I ended up working in the corporate restructuring practice. Shortly after that I found myself doing mergers and acquisition transaction work working with corporate buyers and financial buyers and then I've been helping them. Companies either buy other companies private equity funds by other companies or help companies sell themselves to interested parties.

So I guess our frame of discussion.

For today is around Q of E. Since a lot of your experience is there, what would you say is the general purpose of getting a Q of E done?

So Q of E quality of earnings is when you company A is trying to buy company B and they're trying to validate the earnings stream of that particular particular company for the last 2, 3 years with looking at least 2 years in a trailing 12 month period. Trying to understand the revenue stream, trying to understand the expense stream and what does that really mean for the underlying company? We take everything down to EBITDA which is earnings before interest, taxes and depreciation and then start to think through different adjustments one time, one off events that would then give credence to the value that is being placed upon the company that is ultimately going to be purchased.

So what would you say is, you know, I think one big thing is we've seen a trend that probably stemmed from more European culture in M and A where a lot of the sellers are doing the Q of E and we're seeing more of that trending here in the us what would be some of the reasons for a seller to do a Q of E?

You know, I think it's in the seller's best interest to do a quality of earnings analysis. The reason is that prepares them to understand what their true earnings potential is, what their historical run rate has been. It also it mitigates another firm coming in and doing a quality of earnings and finding adjustments that they didn't know about. So to the extent that you come to the table with your own QOV and your own analysis, that supports and the support that goes along behind that, that gives the seller and puts them in an advantage to understand what their true quality of earnings is going to be and allows them to negotiate a higher and better return. You don't want surprises at the end of the day or surprises throughout the process. You want to understand what your quality of earnings is, what your earnings potential is going into a transaction. And then if there's discrepancies or thoughts about it, you're well armed to understand that and explain that to the potential buyer better.

What do you think the buyer's perception would be? Seeing a seller that has a prepared Q of E versus without one.

So the buyer gives them assurance that a quality of earnings has been done and has been done objectively. The difference really between a quality of earnings on a sell side versus a buy side really should be the same if it's applied consistently. Because the whole point of hiring an outside firm to come in and do a quality of earnings is to be objective. You know, when a seller sells, they may try to paint their business as the best business in the world, et cetera. A firm kind of like a Riveron, or some of these other firms who come in, they try to bring this level of objectivity. Now, does that mean that when you do a sell side quality of earnings analysis versus another company, a buy side, are they going to look at things differently? Unfortunately, yes. And that's because some of the rules and accounting should be fast and straightforward. And that's why you have the whole codification. But there's always interpretations, there's always judgment, there's always estimates that are going on as a result. You can always come up with, even though everyone looks at the same quality of data and you could still have one judges to be a different judgment. And it comes down to judgments. But to your question and to your point, the whole reason you would do a quality of earnings from a sell side is to give you that sounding foot or that footstool that allows you to understand what your business is going to be and how you can negotiate going forward. The buyer coming in, looking at that gives them credibility, allows them to move quicker down the down that Pathway of actually going through and putting forth a bid versus having to wait. It's still a good idea for the buying firm to do their own quality of earnings to vet and make sure it's done properly and correctly. But it speeds up the process. Also, if a firm comes through and, and does a quality of earnings from a sell side, it gathers all the information, all the adjustments. When the buy side firm comes through to do it, all that information is collected, it's ready to go and what happens is you shorten your window and you can get to close a lot faster.

Does a buyer get a better deal on his Q of E then?

It depends. Oftentimes what happens is you'll do a sell side diligence and you'll do it. Let's say you do it as of June 30th of the current year. Well, when you finally get ready to take it to market, et cetera. Now you're looking at maybe September, October. So when the buy side firm comes in, they're looking at an updated. Well, they need to either sell side needs to update their financials through September, October or the buy side. What they need to do is actually then roll that forward on their own. So the answer is they should get a bit of a better pricing discount, if you will. However, they still have to go through and do a lot of the same analysis, etc. So what happens is you get an efficiency gain because all the information has been collected and put together and should be in a viable way for you to document that data, make sure the data is right, et cetera.

Let's talk about when do you get the buyers involved in the process?

So you want to get the buyers involved in the process when everyone on the sell side is completely on board with selling the company. I've seen in the past where my firm's been retained to go in and, and take a look at the underlying company, only realized that the son, you know, it was a father son kind of a business mom and pop shop, the son didn't want to sell. And so that basically kind of halted the deal. And it took about six months and we were put on hold, kind of pencils down, if you will, for about six months waiting for that son to come around. And finally the proper price point was offered to that son for them to kind of go forward with the deal. But you got to make sure that everyone's committed on the sell side to actually sell. So that means the husband, the wife, the family, because a lot of these mom and pop small shops, it's a very family oriented business and if everyone's not on board with it, one family member can kind of disrupt the whole process because they're part owner, they can sign. If they don't sign, then they're not selling.

How do you know when the seller's really ready to go through the process?

So the seller needs to make sure that they're on board and once that seller's on board, then that's when you bring the buyer in.

Now doing your process, what are the biggest challenges for you?

So from a financial accounting due diligence process, probably the biggest, the biggest challenge that we have is making sure that we have access to data, making sure we have access to management and making sure that we can communicate with management on this data. We put together a data request list, send it off to the company, the target company, have them fill it out, give us all the information either through email, through Dropbox, through an online data room. We then take that information, download it, put into our kind of our template, if you will. We crunch the numbers and then we're geared, we're ready to go forth and have a conversation with the company. To the extent that our data doesn't match or it doesn't add up to kind of some of the reported numbers that they have, like either have a compiled financial statement, then we have issues. It could be sometimes that we've experienced where some of these older companies, they haven't upgraded their systems and so some of their systems, it can't be downloaded into Excel. And that's primarily what we like to use is Excel. So we've had to use different ways to move the information, migrate the information from say PDF into Excel. All can be done, but there's always issues that goes along with that with transcription errors, et cetera. So the biggest challenge really is making sure that we have the proper data and then proper access to management. I would probably say that's the biggest challenge that we have.

Now. Is there anything specific in terms of getting the data that's challenging? Is it just getting people to act on things?

Sometimes it's system limitations where they just can't necessarily provide the data that we want. It could be that we want to understand particular trends or margin trends by a certain product. But what happens is the company doesn't necessarily track that. And so now you're looking at. All right, how do I understand what, what the margin is on product A versus product C because it's all blended. Another issue is that perhaps maybe they're costing if it's A manufacturing company, they don't cost the underlying product appropriately. So yeah, they may have a margin on a product, but it's not costed appropriately. And so therefore, if you think it's taking them an hour to build a widget, but really it takes them five hours to build that widget. And there were systems reporting it took an hour, but really took five and you've got all these large variances, then that's another issue, another problem. So really it's access to kind of good data, understanding how the data rolls up and making sure that we can take this data and actually turn it into information that can be used to kind of drive the business and drive our clients to understand the business better, to see whether or not they want to make the decision to go or to not go. Generally when they have included us in the transaction, doing the financial diligence and they've already made the decision that they want to go forward, and really now it's us kind of kicking the tires, beating up the numbers to make sure. Is there anything that would be a red flag that would stop them from not doing the transaction?

Is there anything you do particularly to overcome some of those challenges when it's dealing with the data and or data?

So there's certain analytical procedures that we can do to make sure we can validate certain things. Like for one thing, validating revenue is a common procedure that we do. Validating revenue we generally referred to as a proof of revenue, where we look at the actual revenues that have been reported and we compare that to cash inflows that are coming into the bank statement. You have to adjust for certain working capital, maybe transfers in, transfers out of that particular bank account. But those are certain things we can do to make sure we can say test revenue. We can also look at margins. Maybe we can't drill into margins on a per product line. Well, we can drill into margins per product line. It just depends on how detailed of analysis that our client wants to go.

So what are some interesting things that you've seen in your experience?

Interesting things that I've seen in my experience with quality of earnings has been a whole host of different items from owners. And most of our clients are they're large corporations, some are small mom and pop corporations. A lot of our clients are looking, they're platform companies and they're looking to add on acquisitions, et cetera, and then kind of roll them up, tuck them in to their overall larger portfolio. So going forward we see we have access to big companies, we have access to middle sized companies. Small companies. What we've seen from an interesting standpoint have been just your general kind of adjustments that you typically wouldn't find within a normal corporate business America. We see oftentimes where an owner may run through certain personal expenses. I remember not too long ago where the owner's wife had a credit card to Victoria's Secret and was running thousands of dollars on Victoria's Secret. Items that we deemed to be kind of non recurring one time purchases that necessarily were kind of running through the P and L as an admin expense item. Those items we deemed to reverse out because I'm sure a corporate owner, private equity owner would not actually allow for the owner's wife to buy those type of items before on a go forward basis.

I'm sure those are typical things that you come across in qov. What are some of the more extreme cases that you come across?

So we've seen home purchases that have been kind of running through as acquisitions in land, but it's really not. It's really an acquisition of a vacation home. It's payments on homes, lake homes. We've seen cruises running through extreme personal expenses. Nice, really expensive cars that are being run through all these. They're great and they're wonderful for the actual owner of the business. But they're not necessarily corporate related items that you would see kind of a go forward basis. So those are generally some of the items that we'll see that we'll add back. Certain things we see that we add back that necessarily aren't necessarily fall within the interesting category. But a lot of adjustments are, you know, bonus related, revenue recognition related, where they may recognize revenue in one period and it's not consistent. So you have to make adjustments for out of period revenue. Sometimes you'll see bad debt running through. You have a lot of these timing adjustments that you have to match the bad debt with the AR that kind of went through. We've seen unethical behavior that's been running through involving money being paid to other employees of different firms to entice them to use their services. And so those are the type of things that when we see these things, especially the unethical behavior, those are things we communicate to our client right away. Because if you see unethical behavior, it's indicative of management and it's indicative of the owner. And so maybe that's the person you don't want to do business with.

So it seems like you have a mix between personal expenses, record keeping issues and possibly unethical things. Seem like probably the most Common extreme cases that you've come across and.

Yeah, that's correct from an interesting standpoint. Now there's your general run of the mill adjustments that you're going to make. There may be certain cash to accrual adjustments that you need to make and there may be some certain. There's cash to accrual adjustments. You make certain adjustments like the sale of a. If this is a manufacturing company and they sell a large piece of equipment and they never sell the equipment before and all of a sudden they have this really large gain because they sold a million dollar piece of equipment. Well, that drops to the bottom line. But is that really part of their core operations? No, probably not. So we would probably remove that from a quality of earnings. So generally, typically for a quality of earnings, we're trying to remove out one time non recurring kind of these extraordinary items. We're just kind of removing those and trying to understand the business. What does the business look like normally on a normal run rate without any type of calamity that's happened, Any type of things that pops that are these one time adjustments. We've taken out revenue. One of the largest customers was in the trailing twelve month period and they just lost a customer. It was a 20% customer. Well, the loss of one large customer, that's going to affect your operations. So what you do there is you remove the revenue and you remove the cost of the goods sold that would go with that particular one. So you're basically effectively removing the margin. The administrative costs are probably going to stay in place because I don't know that you would necessarily wind down an individual there who was maybe servicing. But maybe you do you want to make sure you're normalizing and taking out any of these large type of events. So the loss of a large customer, that would be something that you would want to take out. So the revenue, the costs associated with that, all that would fall to the bottom line to try to get to a normalized quality of earnings number.

What's something you found that just blew up the deal right away?

Yeah, so unethical behavior is the first thing that comes to me. That blew up a deal where we had someone who was engaging in enticing an employee of a different company to do business. So basically they were providing them, meeting at a bar and giving them cash payments to have them use their services. And so you can't do that if you're going to use a sell your service to another company. You have to go to the proper channels, proper bidding process. But to CIRCUMVENT that to entice someone to hire you by giving them cash payments is really outside the norm of business. That indicated unethical behavior and kind of blew up the deal. We had another one where this was one gentleman, he was actively promoted, selling pallet racks out of his. He made a deal with another warehouse company to bring warehouse pallets to his facility, where he then sold these pallets. And he sold these off the books. And so therefore there was no receipt. It wasn't running through the P and L in any way, shape or form. But what was happening was he was including cash onto his books. And I'm not sure that if he was actually obtaining the pallets in a proper way as well. It was also another side agreement that he had with one of the large delivery companies, which probably would raise eyebrows if the proper channels actually knew what was actually occurring going on. We had another transaction where the individuals would come in to get a certain service done. And most of the clients who came in to get the certain service done within a healthcare, they would pay either with credit card or with cash. The cash was being kind of withheld, not being put into the books, but actually being put into the owner's pocket. That raises suspicion as to what other things is the owner doing to kind of avoid paying taxes, to avoid paying its revenue or recognizes the right amount of revenue. And so just. It puts into question if the company is willing to not report the right amount of revenue to the IRS or for whatever reason, what else would that employer or what else would that owner do to try to trick the new owner, if that makes sense.

Right. It's sort of what else is in the closet?

Exactly what else is in the closet? So you have to really look at the underlying people as well, because sometimes the owner will stay part of the business and stay as a consultant. Sometimes the owner just goes away because you're buying. And so you have to make sure what are you buying? And if you're buying a business and the employee and the owner stay in it, but the owner's not necessarily ethical, then I don't know that you want him part of your team. And you have to make that decision quickly. And are you buying the business? Are you buying the person because he is the business, or what exactly are you buying? So you have to do due diligence on the person itself.

It's almost like a culture clash, because you have a buyer that comes in with set expectations, the way they run things, and they may want to have a very clean and sound operation. And that's what they're continuing to grow. And when they see something that doesn't adhere to that, it seems like that creates a lot of the rift.

Right? So I had a European buyer that was going to look to buy a manufacturing company up in Wisconsin, the company that made items for the housing industry. When they came in toward the facility. So it wasn't necessarily a due diligence, but they came in toward the facility, they looked at the conditions of the plant and they realized that the investment they would have to make to bring it up to their standards, you know, that basically killed the deal. We were sorry, we'd already gone forth with the due diligence. But once the European guys came over and saw that their plant wasn't up to their, specifically, you know, their standards of quality control of safety, they pulled the deal. When doing a quality of earnings, generally a seller, they're going to have adjustments. And so maybe that's excess salary, maybe it's, you know, car allowances, items of a personal nature perhaps, maybe they had some type of legal settlement. They say, oh, this is a one time, one off event they're going to go through and they're going to make all these adjustments and they're going to have, have those adjustments. And those are generally should be kind of one time non recurring. What I find interesting is when I've, and I've seen this where I've come in and I look at the underlying business and they have over 40 adjustments. So which I think is funny because what happens is the whole purpose of a quality of earnings analysis is to normalize. But if you have 40 independent unique instances, how is that business normal then maybe that's just normal for them. And those 40 items aren't really necessarily one off one times. So I think the quantity of how many adjustments you have also will dictate that these guys are not necessarily, maybe there's something wrong with this business. So I think the number of adjustments that you may have could indicate that there could be something wrong. Now I've also seen it where there's been 25 different adjustments and, and that's right, that's proper. Sometimes you can group them into certain areas, but when you have 40, when you have a really large number of adjustments, you have to question whether or not what's normal, what's not normal, because that's the whole purpose of quality of earnings. What's normal, what's not normal? And if you have that many, then you think, huh, is this right?

Right.

So just kind of question what's going on just based on seeing the big picture of it.

Exactly. You want to see the big picture. And so if you have too many adjustments, then it calls into question if this is truly how does this company really look on a normalized basis.

Do you ever see that change? Because I'll give you an example. I own a small retail store and.

I own it outright.

If I were to do a Q of you, I'd probably have 100 adjustments on that versus deal room. I have a few partners in the company keep everything spotless. I mean there would probably be very few adjustments if it came to it. And I'm curious to know if you've seen that similar scenario based on hey, do I have partners in the company? You know, let's try to keep all the ducks in a row versus single owner. And they may just do things differently.

So to your example of the hundred adjustments, I would say most more likely than not. Other jobs are probably grouped into one big category. And so, so yeah, you may have maybe 10 adjustments, but there's sub adjustments when that's maybe until you get to the 100. I do see that in small companies, small business, there's more adjustments than you would in a tightly run ship. A tightly run ship, it's tight and there's not going to be those one offs. And so what you're going to see for the one offs are they had a big lawsuit or they had to get rid of someone who didn't work out. And so you have a large severance payment to a top executive. And so those are going to be the type of adjustments you're going to see for some of these larger corps business owners, small business owners, you're going to see more adjustments more likely than not. Not always the case, more likely than not. Mostly because they're running personal expenses through, they don't necessarily understand, they don't have the time to do the accounting properly. And so as a result it's just going to drive different adjustments. Could be that they're costing inappropriately. So we have to make an adjustment to try to get their margins in line with what really they're selling. Maybe they're not matching their revenues with their expenses, which is one of the underlying principles, the matching principle, match rev and expenses within accounting. Maybe that's not happening. So you have to make an adjustment for that.

Would you see the difference though between single owners and multiple owners?

Just see a difference. What do you mean by see a.

Difference in terms of if you see one might have more adjustments versus a single Owner might have more adjustments in there because they're putting more personal things.

Yeah. Oh, I definitely would see. Yeah. I mean, do I see a difference in how I would approach the quality of earnings or.

No, just in the end results where it's like, hey, here's a company that's single owner and we see a lot more things going on versus a company that may have two or three partners in there.

Yeah. So it goes back to the quality of data and how the data comes out of the system, how you can take this data and actually turn it into true information. Because really, to me, it's just numbers on a page. And if you take those numbers on a page and turn into real information, that then becomes. Your analysis is turning those numbers from a page, validating them, giving them credence, and then turning them into a real viable product that shows this is what this company's done. The quality of earnings over the period that we're interested in looking at. So versus a small owner, mom and pop type business versus a few partners. The number of adjustments doesn't necessarily concern me as long as I get to the right number. Now, I said earlier that the number of adjustments could play an issue, and I still think it can play an issue. Because the reason is if you do have 100 adjustments, what's normal? And so that. So you just have to, you have to ask that question. Doesn't necessarily mean that it's not normal. But you have to ask, if you have 100 adjustments versus four adjustments, what's really normal?

Now would that fluctuate all depending on the company size or industry they're in?

Oh, it can. You can have a small company that has maybe three adjustments. You can have a large company that has, you know, 75 adjustments. It's. In general, I haven't seen a large company with 75 adjustments, but you could. I think the biggest I saw was a $50 million company and they had 44 different adjustments. Now they all grouped down into eight different adjustments, but within those eight adjustments, they had 44 different adjustments that rolled up to this $40 million plus company.

We're a tech company, and if you're looking at the way technology is evolving and changing, how do you see it changing? Q of E process?

That's a great question. How do I see the diligence process evolving? I think as you get better accounting systems, better technology, better inputs, better outputs that will then drive efficiency. And if you can drive efficiency, then it makes your ability to kind of kick the numbers be a lot quicker and a Lot faster. That's how I see it. It is technology changes. There's still an accounting that goes part of this. And so it's validating the accounting, making sure that the inputs are right and making sure that the outputs are correct and then understanding those outputs.

So we can build artificial intelligence to automate everything.

You know, I'm not there yet, but it sounds like that's where we're going. So from a financial standpoint, you got to make sure the proper controls, proper people are in place, everything is right. And then also, you know, you're doing diligence, you know, and from an operational standpoint, looking at the actual underlying factory, you know, does it meet the requirements that you need, or you have to put in so much more? Millions of dollars. Another concern is computers. What's the system that they're running now? Is that adequate? Is it safe in a control environment? Or do they need to vastly upgrade their systems?

Would that fall in the qov? Is that more.

No, that's not really. It does and it doesn't. There's more IT personnel who would look at that. But the data that comes out of these systems, if it's garbage in, you get garbage out. And if the system's garbage right, then it's hard for us to understand and look at the data. Goes back to my main challenge that I said the challenge is getting good data. If I have a bad system, I get bad data. I can't make good decisions off of bad information.

To switch it up a little bit, like to talk a little bit about some of the lessons you've learned over your experience, and just maybe even speaking to young QOV practitioners out there. And what would you say are some of the key lessons that you've learned?

The key lessons is to always be objective, always question, always look for the support, make sure you understand exactly how things roll up, how things add together. Try to put yourself in the buyer's shoes, and then try to put yourself in the seller's shoes, and then try to put yourself in the advisor's shoes as well. So you really need to look at things, and you need to question everything. I generally walk into an interview process, a management interview process, and I don't really trust anyone. I don't. I'm just very skeptical in nature. And so when I approach and I ask the questions, I generally ask the same question about three times. And the reason is because when people respond, they give you the answer that they think you want to hear, and then you write that down and you listen. But then if you ask them the same question, maybe you twist it a little bit or maybe you ask it at a different point in the conversation, you might get a different answer because what happens is it might jog their memory as to. As to what happened. And I'll give you an example. I was working with a target and I was asking, and I was going through just general legal, you know, what's included within legal expenses. You know, what's happened here? Oh, yeah, well, you know, nothing really. We don't have anything that's going on. No real issues, was the response I received. I said, okay, great. Later on, 30 minutes later, 40 minutes, we get back to the legal question and. And now we're going through actual payments that have been made to law firms. And one of the things I like to do is get all the bills for law firms and like to go through them because sometimes there's, you know, and legal is going to do this as well. But from an accounting standpoint, we want to make sure we understand we get these quicker sometimes than what the attorneys can get and we can alert them and point them in the right direction. In this particular instance, we found we had the listing of who payments were made to start going through. Why did you make payment to ABC Law Firm? Oh, and then it sparked a memory by the target person, the controller. Yes, that was because there's a lawsuit. Ended up becoming quite a big deal, quite a big lawsuit, which we then communicated back. Just so you know, did you know and we didn't know about this lawsuit. No one knew about this lawsuit. Now, it eventually would have been found out through legal, but because of our diligence in looking through and asking the questions, specific line items and specific actual vendors, we found out a potential issue that then they could quickly address. Is it going to something that's going to block the issue? Is there something you can carve around it to, you know, maybe shield yourself from any type of potential exposure that if this acquisition did go forward, so that's something that we would look to, and et cetera.

Wow, interesting. Any other lessons?

So, as far as more lessons, I talked about making sure you're asking questions from three different perspectives, all always be objective, but also at the same time, keep an open mind as to trying to understand what it is that the seller's trying to what their objective is and what the buyer's objective are. And then you play right in that middle. You're being the objective. Never waver, always be objective, never side on either side, but always stay in the middle and Stay objective. That's probably the biggest lesson I've learned, is to make sure that I'm always asking the right questions, always being inquisitive. If I don't understand something, then don't assume that my colleague and generally we're out in teams of 2, 3, 5. If I don't understand something, I should never assume that my colleague understands because there's a chance if I don't understand it, they probably don't understand it. And always ask the questions, always be inquisitive, always question, and just be skeptical of everything. My phrase that I like to say is when I get financial information, to me it's just numbers on a page. How do I know that these numbers on the page are truly valid, truly real? I need to go, you know, look at things. I need to test them, I need to touch them. If there's inventory that's out there, how do I really know there's inventory? Let's go look at the warehouse. If I walk a warehouse and I see in the middle of the day and the revenue numbers show me that this warehouse should be really, really busy and I walk through and there's no one around, that's a red flag to me. Why aren't people moving around? Why don't I see things moving? Why don't I see things being picked off the shelf, putting on the carts, being shrunk, wrapped, sent out the door? So you always have to kind of connect everything together and make sure that you understand how everything connects together. So plant tours are exceptionally important. Talking to the right people, exceptionally important, and then question, question, question, question. Those are the lessons that I think I've learned which made me successful to where I am today.

Thanks for tuning in to M and A Science. I'm Kisan Patel and you just listened to Andy Jordan with Riveron Consulting. We hope this episode provided valuable insight into M and A transactions. Why you should complete a Q of E analysis, ask questions, and be on the lookout for red flags. This podcast was brought to you by Dealroom. Deal Room is a technology company that helps corporations on both the buy and sell side minimize risk and maximize value On MA transactions. We take the mess of data rooms, spreadsheets and emails and replace it with one easy to use process management tool. This results in big improvements in collaboration, security and risk tracking. Learn why deal teams are switching a deal room@dealroom.net.