Why Integrations Break with Donara Jaghinyan

If you're on the buy side, you already know most M and A tools aren't built for you, they're built for sellers. And it shows. That's why we built Deal Room. It's the number one platform for buyer led M&A, designed to help you lead the deal from pipeline to diligence to integration without the chaos. You get real time project management, AI powered contract review, templated deal rooms and live collaboration all in one place. No bouncing between tools, no duct tape workarounds, and definitely no hidden fees. If you're serious about executing smarter, check it out@dealroom.net now back to the episode. 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. Hello M and A Scientists. Welcome to the M and A Science Podcast. This show is part of our mission to rethink how M and A is done and build the operating standard for buy side M and A. That old school seller led approach. That era is over. Buyer led M&A is all about strategy alignment and execution, putting value creation at the center of every deal. And let's be real. Not just about closing the deal, it's about making it successful and we get there by learning directly from the best. If you want to go deeper into the framework, grab my book buyer led M&A. If you want the full system frameworks, templates, exclusive content, expert Q and A sessions, access to me and the AI Powered Intelligence Hub, join the M and A science membership@mascience.com it's the home of buyer led M&A. While you're there, make sure to sign up for our free newsletter. Lead the Deal, Own the Outcome let's jump in. I'm your host Kisan Patel, Chief Scientist at M and A Science. Today I'm joined by Dinara Jagginyan of Transformation and Integration Leader. With deep experience in public and PE backed environments. She's led diligence, post close integration, TSA execution and enterprise system implementations across healthcare, SaaS, professional services and financial services. She's one of the rare operators who's actually done the work not just governance on a slide, but real integration, real TSAs and real change management in the trenches. Today we're going to talk about all things it takes to make a deal truly successful from integration planning through execution, TSAs, change management and more. Dadara, how are you doing today?

Good Kison, thank you for having me.

Here I appreciate you taking time from doing deals today to have a conversation with me. Can we kick things off a little bit about your background?

A little bit of accident and strategy? I would say so. I started international relations back in Armenia, study of countries, politics and negotiations and deals, but yet transitioned that into two companies deals on the company side, cross border and negotiations. When I moved to Boston, I took over a temporary project with the PMI Central Massachusetts Project Management Institute. They were transitioning their email system and they were fully going into Google Suite and I helped them do their email migration and that was the early seeds of. That's something interesting and I'm interested in learning more. So when I started looking at the jobs in the US market I was primarily focused into the deal side mergers and I happened to be right place, right time. Boston where early 2021 Harvard, Pilgrim and Half Cell Plan merged and I joined their imo and since then I've been just living and breathing with M and A.

That's really interesting background because you started with international relationships, got into international business aspect, got exposed to one component of integration. Now you're basically doing it full time and you did it since you came to Boston. So how long have you been here?

For six years now.

You lived in Armenia previously before then?

Yes, indeed.

Wow, this is awesome. What kind of industries have you worked across when you so it sounds like you had a few different roles related to integration.

Doing M and A is one of the fields that you don't really have to be a subject matter expert. You don't have to have a niche financial background or technology. I started in the healthcare insurance, one of the largest New England healthcare insurance firms, transitioned to technology software where part of it was also providing professional services and transition to financial services right now moved around.

What's something you wish you understood before running your first major integration?

Dependencies are very important. Just something that seems like oh, it's just a ERP integration or it's just like integrating systems or peoples. There's so many levels underneath and also the people dynamics. Sometimes functional leads are handling only their aspect, but as a IMO you are tasked to help them understand the dependencies upstream and downstream. Knowing how to navigate leadership conversations. Give them the look ahead. There is a reason why we are integrating. There is a reason why we are integrating at this timeline, at this pace.

How would you describe the role of.

An IMO trusted partner with the key experience or a background in multiple deals? It is hard to say that one deal is similar to another, but you have to have seen Multiple scenarios, multiple things going wrong and you have to advise them. It's not just like integrate systems. It's not just bringing payroll. There are so many components and you being in the center you have to help them understand multiple killers down to one activity that is happening. So advisory role I guess advice and help them understand that it's not just integration, it's the entire holistic system of the company that you are building.

Why can't I just hire a PM for my company and tell them you're now an IMO and I want you to run this next integration.

You can definitely do that. But usually PMs are project specific, work stream specific. And I work directly with HRPM in the finance or IT side. But they truly oversee just their scope of integration. But I almost sits above where we see holistically how it's going to impact. It's not just bringing workday or HRI system, it's how do you set up the GL code in erp, how do you set up the IT integration, how do you run all the emails on so forth. But not all PMs or functional leads know that it's cross functional aspect in.

IT like real program level management. I take it some of this has seen this movie before. Know what's going to happen which is important. Can we talk about carve outs? What gets underestimated when you do a carve out?

Timelines can drive that dependency. But sometimes you just have to do it to close the deal. But. But it's always so much dependency with the parent company because it was part of the big enterprise or big structure that no one really documented the separation. No one really separated the systems or the people or the payroll. And then you have to carve it out. You document it enough for the carve out. But most of the cases when you start the carve out or the actual deal happens, you see the interrelation with the central org or the parent organization.

My experience, you did $100 million carve out. I'm doing a tail end of a carve out three people. The M and A science podcast. We're carving out a deal room and now I feel the pain. I would say my big three are scope you don't you think you scoped everything but you didn't. I'm very fortunate. We have a good relationship on the sides of deals here. But if you didn't that's a lot of things that you didn't plan on that you have to negotiate and figure out to all the vendors like you have to set up all those vendors and some of them don't want to play nice and you got to negotiate hard with them or find new vendors. And then the people stuff, because you end up with some gaps. You got to scramble to go hire people. Sometimes you don't hire the right person. You got to let them go and go hire somebody else. That was my big three, the one I'm curious about. Well, one, if you have anything on that, I feel like if that's fundamental. The other one I got lucky on was it didn't have a big lift on TSAs.

Okay.

Because everything was like a sort of arm's length distance of a business. Yeah. I mean it was just more of an outlines of how we're gonna do it. But how does it really go down when you work on a bigger carve out?

It's a combination. Again, like how much do you have time to scope it out? But to your point, all the people, the vendor aspect and the scope, it's carve out this devastator of setting up a new business. Look at it. So you do have to have the it, you have to have security, you have to have payroll, you have to have benefits. Just like setting up a new company from scratch. And when you don't have the time to set that up, that's where the TSAs come into play. But TSAs don't look at the TSA says like contracts. Look at it as a project because they have a start, they have scope, and they have a finish timeline. If you don't have enough time to set up the payroll, which is one of the important things that employees care, you have to ask the seller, hey, for another month or two, continue processing. Then we'll do the invoicing to make sure the employees get paid until you set it up. But if you have enough time to set up a new payroll provider, get their onboarding and all the items, then you don't really have to go through a TSA that. So TSAs are typical for the carve outs. But not all carve outs have TSAs.

You can do carve out and not necessarily have to have TSAs. But it sounds like they're there pretty often.

Yes. The example that we had there, two business units coming to technology firm. It was combination of people, HR, TSAs. It was finance, TSAs, technology, TSAs. An interesting component of it was you think you are looking at them just on the functional level. But some of the TSAs had their dependencies on the other TSAs. You had to set up the Technology environment to be able to close the hrtsa, let's assume. Or you have to integrate some systems to make sure you onboard and hire new people and then to exit the tsa. And the interesting aspect, what I've seen in the carve out is going back to your scoping. You feel like you are scoping, but not until you have the model outlined. That's where you start. Oh, the scoping has been done. But is it really, let's say apples to our operating model and then you identify that it's not and then you start extending the TSAs to just build up your infrastructure to be able to support that.

So it's like a tool to fill in the gaps.

Yes, you can look at that.

Can you walk me through this carve out that you're discussing? Because you worked on how many carve outs?

Two.

So two different carve outs, two separate.

Business units, part of one deal. If you look at that, do they.

Go to the same company? Yeah.

Yes. Same buyer.

The same buyer bought two different business units that were carved out. I'd love to hear just what's the story like how did it go down? What was the timeline of events that happened and then what was the good and bad?

It was the driving force for my previous company where I worked. It was heavy in TSAs. The deal happened in 2022. I joined Postclose of the transaction. So I joined to support with the TSA management. It was large sum of the budget was heavy on the TSA side. So I joined to manage the TSAs and several months after the program director left the company and then I stepped into support with the TSA management. But that's where you understand that integration drives TSA and not the other way around. Where we've been mostly focused on closing the TSAs. But not until coming back to my point, you set up the right environments through the integration, you will be able to close the TSAs. It was a cross border deal, multiple locations, multiple entities. Interesting aspect in the TSAS that I noticed was the company structure that we had and what we acquired was very different. So let's assume you have a real estate tsa. It is very centrally managed on the buyer side, but on the seller side it's very dispersed through different geographics. And then that's where the challenges come in. Who's the roster? You know, the receiver and the seller. You are trying to exit it, but there are so many locations and people don't really know who you are talking about. That was an interesting component that I saw but again, tying back to how do you handle the TSAs and integrations at the same time when you have two integrations happening was interesting and challenging to talk to the functional leads and try to explain why you have to do this right now, why is it important to exit it? And sometimes you see that TSAs are part of the integration budget and there is the feeling that yes, the budget allocation is already there, but yet it hits T the functional P and L. And then not until you start talking numbers. That's when people start, oh, it's actually hitting my functional budget. Then we have to exit that versus oh, we didn't have time to do training, we didn't have time to do the documentation or hire a new rec. So can we extend? Usually what happens with TSS is lots of extensions where companies lose time and money.

It's funny because it sounds like you can know when you're going to need to do some TSA pretty early and you can get ahead of it. And then you might find out later, like when rubber hits the road or you're about to hit a wall, that you need to get a TSA and then you're negotiating that and then you end up extending these TSAs because they're not ready on the other side to take over that service. Does that sound right?

Yeah, the carve out, especially in the big ones you bring in sometimes systems or people that you don't really have in house. So for example, what we had, one of the business units was professional services. The way they do their deal generation or revenue recognition is completely different. So we didn't have the headcount or the knowledge to do that. So yes, it comes with the people, but it's the system relationship with the seller organization, seller systems that you are trying to keep up and then they're like, oh, it's already functioning, it's a tsa, we'll just do it. And there's like merging priorities and other M&A's happening. So you feel like it's a TSA, but people look at it as contract that you can extend versus you have to look at it's temporary, it doesn't give new timelines. It actually creates deadlines for you that you have to manage accordingly because if you miss that, just like it becomes redundant and creates lots of integration debt.

Do you have an example just like how did you negotiate a TSA and keep up with all the different documents and everything?

My example didn't happen on the TSA integration pre deal close. But I have an example where we had to work with the buyer side, our teams and the seller side to extend the tsa. And that's where it comes from. Seller side, sure, as long as it's the money involved. But my role came in to help the function leads understand that there is a cost impact. And mostly TSAs are short term. It's four to six months, maybe maximum year. But extensions usually have cost impact. There is percentages being added up and there is like a hard stop sometimes what we've seen another aspect comes, who's drafting the contract, Everyone is busy on their workloads and you go into your legal department, you're going to the seller side legal department and then you start bouncing back and forth who's going to draft that. But in my experience, couple of the TSAs that we had to extend, we just leveraged the master transaction agreement and we just referenced to the right clauses. It was just the same scope, timeline, extension and we had good relationship with the seller side. But at some point you just okay, extensions cannot just go. And then one process that we had, it was established right after the deal codes the extension request and the documentation process. Who's the requester, who's the receiver, how do you document the requests on the extensions and then how do you also notify the exits of the TSAs? Because let's say if your monthly books closing companies run on different financial cycles and sometimes you can do the financials at the month close or when the transaction was closed. In my example we, we are counting the TSAs with the transaction cost time. So that was the driver on a monthly basis. So if you do not notify on the right timeline, you grew cost. So we were closely working with the function leads on a 30 day notification period and then just doing the math of actually we notified you 15 days ago. So we are going to pay the half of the tsa.

Oh, interesting. That's a lot of tracking on these.

A lot. It's really heavy on a cost for the companies and for the leadership any cost savings is important. So. And it also is helpful for the function leads as well to show that they actively worked on it. There are some cost savings on it.

That's a lot. Sorry, we got that out of the way. You got the harder part is when you do these carve outs. Let's go to the buy side running a typical process. When do you get involved with deals?

Mostly before or around loi.

Can you walk us through how you structure diligence?

So in the companies that I work, usually there is a corp dev Part where they bring in at the right time, the imo. But we had the understanding and the partnership with the corporate team that the sooner IMO comes in, the smoother the integration is going to flow. It's not just a deal closed. So why even? Oh, there are so many whys. I'll just lay it out now. The whole aspect of the deal is not closed yet until it's signed. Everyone knows about legal is very cautious, Corp development is very cautious. But as an integration team you want to have the right people in the diligence conversations to be able to give you like a tangible integration plans to say can we fully be integrated within three months or three years. So it starts top down. Given the sensitivity of the deal, especially in the public companies, you don't want to announce it, you don't want any leakage to be happening. So we start with the heads, the executive sponsors who know well enough the organization to say what needs to be happening. There are some teams where for example in hr, the structure that we had it was separate lead for the HR for the benefit side, separate leads for the payroll side. And as a functional head it is hard to commit to a timeline without really consulting the team. So sometimes there are scenarios where we would go to the legal in corp dev and justify the cases like we truly need this additional 2, 3 people to come in to make informed decisions. So we just expand enough to have the right people ask the right questions for the integration. That's where it's come in. It happened on both sides where we would set up environments for the functional heads to speak to the seller side or sometimes route the questions through IMO or corporate development. At the previous company we got to the level where because of structure that we had playbooks, multiple types and sizes and we're just refine on. What would be your top five questions? What would be high? Too low? Medium low?

I was going to ask because okay, so biggest goal is just do good planning. At the end of the day you want to get early better planning. You have a better understanding of how things are going to get executed, timelines, everything. How do you manage and orchestrate it? Because you're essentially trying to get more people involved earlier to do the planning. And I see this a lot with large companies where they're working in silos and you get a lot of redundancy in questions and then it's the typical 50 people trying to buy a five person startup type of thing. How do you coordinate that so you're not overwhelmed? And I feel like this Process itself is already so taxing for the sell side it's always underestimated and they get fatigued pretty quick. How do you sort of balance that as well for the seller so that you're not destroying their mind?

It's really hard. And I've seen that as a mature company where you have multiple people representing just one person for payroll, one person for benefits versus on most of the founder based companies it's one person wearing multiple hats. Imagine you have to close the deal within two weeks, three weeks and you are getting all the flow of the questions. But I've seen the journey of people who've done M and A function leads on the first deal, second deal and third and how they already know what are the important questions to ask? It depends before close and after close. Before close it's somewhat manageable because you are not really expanding the team yet. It's handful of people who are driving it. And the questions that you ask at that time are not very process specific. It's revenue, customer contract, deal size.

So these are like things you're already asking in diligence.

Exactly. But during the diligence we work with the functional heads on what would be your top five to five questions if you were to ask. But some of the functional heads coming up to my earlier conversations are cross functional or they have dependency right on the customer side or ERP side or the product. In the IP deals one answer from the seller side can actually feed two, three functions. Routing through the IMO is sure, let's collect the questions but we help orchestrate the structure. What questions do really get to the buyer?

So you have a role in information management that you can try to disseminate this information so you don't have redundancy of requests to the company.

Of course it's very important and I've seen that we just shared this. This is the same file, it's somewhere there.

Are you doing it manually? You got some nice AI tools nowadays might be a little helpful.

It started manually, lots of Excel spot we started using at the previous company Smartsheet. So trying to centralize for the planning but for the deal side some data room tools to be handful for the due diligence documents.

Fair enough. So system of record and then EM tool that gets you through tracking all those questions and that way you can kind of manage and make sure you're running that coordinating it so you don't have as much redundancy and then this allows you to pivot through different stakeholders.

The important thing is Kison as Well, it's the information that you get, but how you pass it or hand off to the actual people who are going to do the integration, which happens at the close when you know the certainty the deal is going to close. All right, at the close, that's where most of the information gets lost. Or you don't do proper handoff or you bring in teams midway after a week or two and then you forget that they are just newly being onboarded. But if you make sure it's documented, you make sure it's worked in a system and you give correct access, that's how you eliminate the questions back and forth, coming and going. And having a central system like imo, who is in the center, who's driving, who is knowledgeable enough on the deal structure, on the integration planning activities, that's where you try to navigate and route the questions first through you. And truly, if you don't know something to try to help your functional leads and go back to the founders and.

You'Re trying to bridge the gap, make sure there's no knowledge chasm, of course, for all this information you collect during diligence that can be passed on to the team members and execute integration because there's a number of people that come in later.

Yes.

In a larger company I've seen all these different departments end up using so many different tools. Like how do you manage that? Do you play nice with all these other tools or like no, you're going to have to use whatever it is.

Right.

Sheet or whatever you're using.

It's complicated. So depends on the relationship with the teams. Some people like finance and accounting, they are so heavy in Excel with their formulas and book closing and the numbers. And I had the struggle of showing it's not just because we want to use let's say smartsheet for the project management, because it's centralized, it's easy for the leadership, reporting it can build reports out of it, you can share dashboards with it. Depending on the complexity of the transaction, we at least give a program level like a PMI plans or on the individual functional level, there's a consensus built between the teams. And imo, what is the level that we are requiring to be tracked on our visibility? It's the what needs to be done. The how depends on the functions. Sometimes we had functions who would come to imo and we need day to day support on setting up, let's say email migration for the day one readiness or erp. It's very complex, it is cross functional but on some back office or heavy accounting or heavy technology works that functions implement themselves. To prepare for the integration, we would give them the flexibility to be agile, to organize themselves. At the end of the day everyone's professional. We treat each other professional. But you come into the reporting for the executive presentations. This is the materials we need and the how is flexible.

It's a lot to manage in the industry. They would talk about like 30, 60, 90 day plans. Can we walk through what actually happens? But start with day one because I feel like day one's always the big deal.

Of course the deal.

It is, it is. And I feel like day one could probably land different because some deals they sign, announce, close all on the same day. Then some they'll. There's a lot of different combinations. I guess you just technically can't close. Well, you could, you could close and then announce.

Of course it's happens. There's sometimes there's merging priorities. There's industry events that are happening, there's quarterly announcements seen that where they close.

And they announce it like a big event. Let's run through the key milestones of from going from day one and then how does that progress? With 30, 60, 90, it would be.

All right to start pre day one. It's not just a day one. There are so many works that is happening to prepare for the day one. Day 13, 19 and onwards. Important aspect for the day one readiness is day one controls that we were heavy on it. Once you close the deal, it's your company and if you don't put some controls on the expenses or on a code access, it's already your liability, your expenses. So if you close a deal and the founder goes and throws a huge party, that's already yours. So prepare key. I won't say functions, but themes that are very important for day one controls. That's one exercise that as an IMO we would run with our R and D finance marketing teams for announcements. So make sure those are ready for the day one. Again depends on the strategy you signed and closed. There are some approvals that need to be happening but day one is mostly town halls Announcements welcome if there is any PR reports that needs to be happening. But making sure a day one key critical items are under your head. They have access to the code. Did you get credentials? Do people know their management level? Management is very important reporting structure that they want. They have to know who they report to. Sometimes it stays, you don't touch it. But sometimes it's very critical. Day one you have people need to know where they are coming and Making sure those items are communicated. It can be a bit heavy, but that's where the expand of the teams and actual introductions between the buyer and seller happens. First week and 30 days is the true discovery. Yes, you do this diligence before close, but the true discovery happens when you have access to the legally you have access to the company. You can ask questions. Yes, there are sample contracts that I shared, but really you are not allowed to see any financial details, any customer data up until you are closed and then that's where the discovery sessions happen. If you don't own the process within 30 days, you won't have the integration be successful within 80, 90 or afterwards. So assuming the diligence information, expanding to the right teams, translating the why we are doing, partnering closely with the deal sponsor and translating the integration plans that have been established to the actual people who are going to execute. That depends on the strategy. Again, most of the companies want to do the front office integration first. So you target to have all the plans and informations ready for execution within 30 to 60 days. On the customer side, bring in the salesforce. Back office usually gets the 90 or the 120 days, but again it depends on the strategies that people adopt. I would say 30 days is the discovery. Refining your plants, flagging any unknowns that you would have.

Wait, wait, let's pause on this day one for a second because you got a lot going on day one, a lot of announcements, town hall meetings that go by. It sounds like you're going to get a lot of access to information that you didn't in diligence because now that you're fully closed, you got full rain, customer list, everything. So you got that. Then you probably have some tentative plans but you really want to flush out of hey, this is what the game plan is for the coming milestones and then people sorting them out, who's reporting to what, giving them that clarification about everything that's changing. I'm curious on the onboarding part because a lot of time these deals are asset sales. Are you just all these employees all onboarded on day one, what does that part look like?

Depends. What do you mean with onboarding?

If it's like an asset sale, you're basically hiring all these employees and is that just conducted on day one? Like this is all just a mass.

Onboarding, not all day one. It's heavy, but some people are finding out about the deal on the on the seller side very close to the transaction being closed. So you give some time within a first week to do that. I won't say it's really happening. Day one. I've seen in regards to the onboarding some scenarios. You try to bring in the employee experience and teamwork, collaboration and have day one emails and collaboration tools ready while also letting them run with theirs. It truly depends on the strategy.

You have to do all that.

No, no. It will be too heavy for them and too impactful. Like right away you close and you take it. So it's iterative approach.

Okay, now let's move to 30 days.

Yeah, 30 days. 30 days is the execution of the first priorities. What do you really have to bring in? Establish the stability. The Expectation is by 30 day you have your preliminary plans finalized. Do they change? Of course. Things happen. Priorities shift. But the expectations by 30 days you have your integration plans ready and some of the items executed already.

Integration overall can vary. Hey, we're done in 90 days. We hand it to the business. Or sometimes it could be years.

We always look at it as functional integration because it's hard to say the deal is fully integrated. There are some items that you integrate on HR side first thing within a week. But there is some benefits. Harmonization that takes you depending on the size and locations.

That's sort of like when do you define that and how do you define that? Hey, our job as IMO is done. This business can run with it. We're out.

It's up to the team to define their definition of that team saying function. But we look at it as people. Process and platform is so important. Are they within the reporting org structure processes. It's not always bring in to the buyer side. Sometimes you can adopt on the seller side as well. But is it one holistic way of doing, let's say expense management. Is the process the same? Sometimes there is an interim approach that you adopt and sometimes there is a target site right away. It's easy to do it. And the platforms? You don't want to use three communication channels, you don't want to use two. Expense management channel like platforms. That's what the definition of done. Our recommendation is on the IMO side but it is on the functional teams to say yes, we've done this. Yes, we've done this. We feel like it's more business as usual that as requests come in or flags are identified, we will continue to manage it.

So that defines your scope and where you're involved, how long you'll be involved. Are there other key milestones? And why is it always 90 day, 100 day?

It's easy to count. There's no specifics why 90, 100? It's just within a month depression like.

Fatigue sets in and then nobody's going to want to do anything after.

Oh that. Of course fatigue sits within a day of the close for sure. But it's usually easy milestones. There is teams who have their daily operations but it's easy to go like within a month of the deals, within two months, three months. But some integrations take years. Some integrations are very easy to close within two months. It all depends on the partnership with the deal sponsor. Was the actual go to market strategy and is it truly similar processes that you are integrating or there is a transformation involved?

Got it. Integration. You got all these different departments. Everybody's working on how they're going to execute integration. How do you manage the governance? Especially when you have work that's cross functional.

The governance is usually established before close. You have the deal sponsor, the functional sponsors and the functional leads that come in. And then it's a cadence usually fresh. At the close you have more periodic, whether it's a weekly or biweekly cadences. That's where you bring in the program level holistic view of what's happening where people ask their questions to the functional level and then there is gardenance on the functional set where depending on the complexity of the deal you set up IMO and functional team specific weekly, bi weekly cadences. That's where the things are actually happening. You track the overall progress on how our integration activities happen. Sometimes though, during those conversations specific niche questions will come up. The dependencies are outlined. That's where you take in one off meetings or if it needs to be escalated. Key component for the Garners is the executive body, the steering committee as what we had in most of the companies that I worked. That's the governing body, the decision maker. So usually the steering committee is not status reporting. It's a platform where you give program health, you identify risks or watch items and any decisions that needs to be made.

Who's on the steering committee?

Usually it's the C level and the.

How often do you meet with the.

Steering committee at the beginning of the deal close? It can be weekly and then you move into biweekly or monthly. But usually biweekly is the best.

Okay. And it sounds like there's. There's different levels of meetings happening. Like you can have more at the IMO level than at the functional level. And then I'm assuming that you probably have like a diligence kickoff meeting and then I don't. Is there like another meeting for Integration kickoff.

Yes, of course, at the close.

Yeah, but integration kickoff, what are the key things that you're covering? If you were to give me an outline of what that meeting looks like.

Why we are doing the deal, what's the company that we are bringing. It also depends on if you are doing the first kickoff with the functional sponsors before close. Different. But assuming that you already closed and you are expanding the teams, that's a bit different as well because you have the exposure of outlining the company and all the details around it. But you bring in why. Why is very important for the function. You bring in the introductory of who's the deal sponsor, who is the integration lead and where to come if they have any questions. And you have an outline of the representatives from each function site, functional sponsor, functional lead. But what's really important at the kickoff, who is going to be your partner on the seller side? It can be accounting to accounting or marketing to marketing. Or it can be as I said in the founder based companies it's one person supporting all the three work streams. You have to know your receiver and a buyer hire side representatives, key timelines and the integration strategy, what type of integration it is, when is the target to have the integration be done. So you have a high level timeline of the target is when you have first rebranded or integrated product release. Usually it's per the buyer side product release cycle which you assume whether it's a quarterly or every six months. And then what's the realistic one? And then you start the kickoff sessions. You give opportunity for the functional teams to ask their questions. But the expectation is they are onboarded by their functional sponsors already. So that's the why and what we are doing that is the most important that they kick off.

Yeah. Set the tone. Right. And then lay out the key milestone goals.

Of course.

And then when you have these like a sort of progress update meetings or check ins, what's the outline on those look like?

It's the driver after the kickoff. So part of the kickoff, what we do, we do a readout of all the identified milestones or integration activities by the functional team. So they take the accountability. As we worked on, this is our milestones that we identified, this is the dependencies and then similar the way we structured coming back to the tool. Sometimes it can be on the presentation level, sometimes it can be on the actual worksheet reporting. But key priorities, what are the key items that the cross functional teams need to know in your rod blocks, are we still on scope and schedule to do it? Usually 2 minutes update and if there is any escalation needed that's where IMO comes in. Can we handle it here? Does it need like executive approval and we start to bring up the roster and organize around that.

Is that similar with the steering committee meetings?

No. So steering committee as an appendix we have the functional slides or reports. It's a visibility but steering committee is very high level. The functional leads do not join. The steering committee is the deal sponsor IMO leadership and depend on the deal. Sometimes you can have the head of product or maybe at the beginning stages someone from the people side from a HR organization to just like show employee felt experience how many touch points there is going to be. But no, it's not a readout.

Makes sense you got a different audience. That's where we'll pause the conversation for now. We covered a lot of ground. In the next episode we'll pick it up right where we left off and keep digging in. Thanks for listening. We'll see you in Part two.

Foreign.

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