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Partner Colleen Kline speaking on a panel with three other people.

June 23, 2022

Nelson Mullins Partner Colleen Pleasant Kline Moderated Panel at Baltimore Smart Business Dealmakers Conference

Nelson Mullins partner Colleen Pleasant Kline moderated a panel at the Baltimore Smart Business Dealmakers Conference, which took place June 8, 2022. The panel, titled “Are You Ready for the Deal? Transaction Readiness and the Path Forward,” featured executives, private equity professionals, and M&A advisors from the Baltimore area. The panelists included Tim Brasel (Director, Chesapeake Corporate Advisors), Jennifer Leroux (CEO, Marinalife, Inc.), and Brenndan Mohler (President, Evolution Healthcare).

The panel discussed how M&A transactions are getting done in spite of COVID lockdowns, supply chain disruptions, labor market shortages, inflationary pressures, potential tax changes, and other factors. They also examined how companies can maximize value, manage cash and cash processes, overcome deal fatigue, and mitigate risk.

Kline opened the discussion by asking about the importance of internal teams, especially during deals and transactions. “Have one person responsible for the deal,” said Leroux, explaining that this would “allow the management team to continue to grow the business.” Brasel added, “Help identify an attorney and an accountant.”

Kline examined whether the panelists ever felt unprepared for a deal, which led to a discussion about the importance of details. “Get your house in order, and keep your books clean,” said Leroux. Mohler cautioned, “No matter how much prep you do, it’s mentally exhausting.” Leroux advised regarding preparations that one needs to “put a pin in it” and get the deal done.

 The panelists discussed the problems of buyers getting into the weeds of their deals and the importance of preparation and building the correct team. “One of the problems we see in legal is that clients don’t know their financials,” Kline said. Leroux emphasized the importance of confidentiality. “Don’t inform investors too early,” she said, adding that dealmakers need to be able to locate all involved parties at a moment’s notice. “Know who’s on your cap table and exactly where they are.”

 The conversation moved to how to retain employees during the deal process and after it is finalized. The panelists commented that dealmakers need to make sure their numbers are accurate. They also suggested that one partner should manage the company’s growth, while another manages operations. The panel explained that retention programs are important, but managers need to make sure that employees have ownership and equity.

Kline then asked the panelists what two or three things they would do differently prior to completing their sales. They answered about how they would invest more time and energy into personal planning (for families), as well as growth. They added they would hire more salespeople, have a deal room ready, and not skim over their consents (and negotiate provisions harder). Kline also inquired about how the panelists have changed since they made their last sale. Mohler answered saying that he “used to be fast and loose,” but now has to deal with lots of red tape. “I can’t just solve problems. People now say ‘no’ to me,” he said. “I now take meetings that I wouldn’t have taken previously,” added Leroux.

The next topic dealt with putting more internal processes in place, a practice to which Kline referred as “business hygiene.” Brasel said that he “builds checklists and makes them repetitive.” Leroux added, “I’ve learned to take advantage of professional services firms.”  and that she populates “a dataroom as I operate.” The panelists also talked about how COVID has changed the way deals are made and how people work on them. When describing the results of remote work, Mohler stated, “We’re missing out on culture.” He added, however, “If [employees] work well, they can work for me anywhere.” Leroux discussed that there are tax compliance issues with remote work, when examining where employees work versus where the company is located. She said, “We’re seeing more productivity [with being in an office], but we have to be more flexible [in letting employees work remotely].” Brasel stated, “It’s just something we need to work through.”

The panel concluded with a Q&A session with the audience, in which Kline and the panelists addressed inquiries regarding overhead, the uses of trainings, and keeping a company’s culture intact after a deal becomes final. “If the management team is successful because of the culture, then it’s important to determine how to keep it,” said Kline.

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