Scott Becker: From Deal Advisor to Principal

Craig Castelli (00:04):
Welcome to The Close M&A Podcast with Caber Hill Advisors. I’m your host, Craig Castelli, and today my guest is Scott Becker. Scott’s a partner in the healthcare practice at McGuireWoods, but he’s also a very successful entrepreneur in the media space, having founded both Becker’s Healthcare and the Becker Private Equity and Business Podcast. And it’s my privilege to host him here today. I’ve been a guest on his podcast a couple of times, so I’m happy to finally be able to repay the favor. So Scott, with all that said, welcome to The Close.

Scott Becker (00:33):
Craig, thank you so much for having me on. Can’t tell you how excited I am. What a pleasure to visit with you. Thank you so much.

Craig Castelli (00:40):
Yeah, absolutely. So let’s jump right in, Scott. You’ve structured countless deals in your career, but then you also went through a sale process yourself. So what did you learn when you sold Becker’s Healthcare?

Scott Becker (00:52):
Sure. No, it’s a great, great question. And what happens with so many things in life, you could be an advisor on so many things and then you get a different education and a very full education when you’re actually a principal in a deal. And I mean, just so people know by background, the kind of deal we did with Becker’s Healthcare, and I founded Becker’s Healthcare about 30 plus years ago. We did a private equity transaction that left me and my CEO largely still investors in the company, shareholders in the company, and my CEO really running the company day to day while I still serve as publisher and chief content officer. So we stayed quite involved, but that’s not so much the lesson of it. The lessons of it, I would go through five or seven lessons. The first thing is whatever deal you’re doing above a very relatively small size, you need to have outside great advisors, bankers, lawyers, ultimately accounting firms too, but you need to have a great team.

(01:53):
And I see so many founders that think they are so smart that don’t realize the importance of an investment banker. If you’re doing your own deal, there’s an old adage, the shoemaker has no shoes for their own kids. If you’re doing your own deal, the worst lawyer is the lawyer for oneself. If you’re doing your own deal, these are all very true. It’s very, very hard to be objective, stay unemotional, keep things on track, not come across as anxious or desperate or wherever it might be. You need outside great professionals. In my experiences, great professionals hired right ultimately pay for themselves. So in terms of hiring investment bankers, we interviewed several, came down to one who happened to be an expert in the space that we’re in. And when I’ve done deals separately without great professionals, I have found that I’ve probably left a lot more on the table than I otherwise should.

(02:42):
So the clear first thing is you have to use investment bankers. They have great value. You have to use lawyers and accountants. You want to hire the right ones for the type of deal you’re doing, for the type of size deal you’re doing, everything else. If you’re doing a billion dollar deal, you might need a firm like McGuireWoods or Kirkland & Ellis. If you’re doing a $200 million deal, you might not. You might still need a McGuireWoods, but you wouldn’t want to spend the freight of a Kirkland & Ellis or Skadden Arps and stuff like that. But finding the right size firm for what you’re doing is so important and the right investment banker. Second is when you come into deal process, you really have to know your goals. Are you doing it to de- risk, take some money off the table? Are you doing it because you need growth capital?

(03:22):
Are you doing it because you’re in trouble and you have to, but you have to know your own goals. And some of this might be true whether you’re doing your own deal or not, but you learn it clearly when you’re doing your own deal. Third is you have to prepare yourself. And we tell this to clients, of course, because I’ve been in the M&A space myself, not like you as an investment banker, but as an advising lawyer and consultant, you have to prepare not to do a deal. And so one of the worst things you could do during a deal process is take your foot off the gas running the business. And it’s hard because you’re running two full-time jobs at that point, running the business plus running the deal process or being involved in the deal process, but you cannot let the business slide because that leaves you so subject to vulnerability in deal discussions, M&A discussions, and you need to have this walkaway alternative that don’t have to do this.

(04:09):
So you got to prepare to do the deal or not do the deal.

(04:14):
Forth is you have to keep your team aligned so that everybody’s on the same page as to what you’re doing. There’s nothing worse than the management team where some want to do a deal, some don’t want to do a deal. It also leads lots of people if they think you’re doing a deal in exiting to be sort of running for exits or looking for other opportunities, other jobs. So you have to really make sure your team is aligned and really work on communication and dealing with how you’re going to handle things. And also with us where we knew we were staying in the business, very, very important that we took care of our team, made sure our team understood this is long-term what we’re doing. This is just a part of a much longer term strategy. It’s not an exit. It’s an opportunity to stay aligned and stay in the game.

(04:56):
Then I come down to the three things I look at when I’m trying to close deals. One is to … There’s three sort of big key things. What’s the value or price you’re going to get? Will the parties that you’re working with close? Do they actually close? They have a track record of closing or do they sign lots of letters of intent and not close? And third is, particularly in a deal where you’re going to stay an investor or stay involved, can you live with the people post deal? And those three things I think are all really important. What’s the price? Do you trust that they’ll actually close with you or are they going to screw around? And third is, can you live with them and work with them post deal? And so that’s sort of where I come at this from. And I get a chance to talk to lots and lots of different people that are founders or that are sellers.

(05:44):
And it’s actually striking to me how much I have to impart on them. They need a banker for this. They need an investment banker for this. It’s actually striking to me that this isn’t so clear to them because the buyers that you’re working with do this every single day. This is what they do for a living. And you’re doing it once or twice in your lifetime for most of us as a founders. The idea of a serial entrepreneur is almost, I don’t want to say it’s a myth, but it’s an ex- discuss thing. There’s very few people that are truly successful serial entrepreneurs. So the concept being for most of us, you’re doing this once or twice, and there’s a big difference between it as a principal versus an advisor, and there’s no substitute. And you got to pick the right one. You got to interview people like Craig, who are fantastic, but you have to pick a great banker and they’re really your guide through the process.

(06:33):
And it’s shocking to me the amount of money that’s left on the table by not picking the right banker and also the amount of process problems that come from not having the right banker. So those are a few of the lessons, Craig, that I’ve come out of in watching our own processes over the years. And we’ve done a few things a few different times. Sometimes I’ve done them with the right level of outside professional help, great lawyers, great accountants, great QA firms, great bankers. Sometimes we’ve negotiated some of the recaps and other things without them. And every time I’ve done it without them, we’ve left too much money on the table. I mean, it just is what it is and it’s all good. It’s all going great and we’ve all accomplished the goals we want to accomplish, but I can’t speak enough about critical it is to have the right outside banker.

(07:17):
And I have no dog in that fight. I’m not a banker. In fact, when I was a younger lawyer, we would do sort of negotiate deals for people, the business side of deals when they were small deals and very specific sectors that we lived in, like the dialysis sector, the surgery center sector. And then I would tell anybody, once you get over a couple million in EBITDA, you are foolish not to use a true banker or true broker who lives in what they do. And that’s sort of how we view it. So I start there, but there’s just so many lessons when you do your own deal where you’re involved in your own deal versus just as an advisor. It’s helpful.

Craig Castelli (07:51):
Yeah, that’s fantastic. Very well said. I’m not sure I could agree more with a lot of those statements, self-serving as they may be. But when you talked about your final three points, I find it interesting where a lot of entrepreneurs make the mistake is they only focus on that first part, the purchase price. If they see the sticker price that they’re looking for, they disregard the actual payment terms, they disregard the potential value of the rollover equity and the track record of whomever they’re rolling equity with. They disregard that whole concept of partnership and the fact that when you’re rolling equity, it really is more of a marriage than a divorce. And that’s when the problems arise. And unfortunately, they don’t arise until six, 12, 24 months down the line are not clear at closing when everybody is just trying to get the deal done.

Scott Becker (08:39):
I think that’s exactly right. And who you partner with and do they have a good track record for closing? And for working with you post deal, any deal you do with whoever you deal with, at one point you didn’t have partners, now you’re going to have partners. It’s going to be a different environment. It’s going to be a different situation and you’re going to have things that come up and you want to be in a situation where you’re working with people that you could work with. And we’ve been fortunate. At Becker’s Healthcare, we’ve had fantastic partners, really good private equity partners. It’s been a pleasure to work with. We’ve done a good job of managing debt, not over leveraging things and so forth. And it’s always a scary thing is you go from, if you’re a founder, you often go from a company with no debt to then some recap debt and so forth.

(09:20):
And you got to be careful on how you do it and you got to be of a partner that’s aligned with your values on it as well.

Craig Castelli (09:27):
That’s great. That’s great. So you touched on the big piece with the advisors and making sure that you’re not going alone, but as a guy who’s seen business owners make or at least try to make just about every mistake in the book, any other big mistakes you made sure you were going to avoid?

Scott Becker (09:43):
Yeah. And I look at this more from less of a deal process and more of a business running process. And I’ll go through just a handful of mistakes. And you and I will talk later about the book I’ve got coming out, but we talk about that in overcoming setbacks. And anybody who’s been business for a long time, you started your own business. Anybody who’s in business for a long time has, or tried to be a serial entrepreneur, has made some great decisions and some poor decisions and trying to constantly try and make better decisions. The things I see business owners do poorly is, or make mistakes on, is I see them sometimes keep on moving the goalpost. So there’s one thing to get as much scale as possible, particularly if you’re venture capital funded. For most businesses, you’re running cashflow businesses. When you started an investment bank, and God bless you for doing so, at some point you’re at a run rate of how much money you’re spending each month.

(10:40):
And what I see founders make the mistake of is they blow up that expense ratio where it becomes very hard to get to cashflow positive. And at the end of the day, you’ve got to get to cashflow positive. So we call it moving the goalpost. People that keep on before they get to cashflow positive, they keep on hiring the next person, spending the next thing, doing the next thing. And we’re just a believer if you can get to cashflow positive, then you have so many more opportunities than if you don’t. And so you got to be disciplined on not moving the goalpost. And this is hard to do, particularly if you have money to put into it, it’s not moving the goalpost. The second thing we see is people that ultimately scale before they have clear product market fit like, okay, this is what we’re doing that customers want or we’re making money.

(11:25):
And some people start to scale aggressively before they’ve really figured that out. This particularly happens in the venture capital situation where you’re flooded with dollars because you’ve got a great idea and a great concept and starting a great product, but you really even started how you’re making money. And if you scale before you really get that clear, you can end up spending a lot of money and not really growing how you need to grow. The third thing what we think about constantly is constantly simplifying. This is what we do. And it’s not maybe one thing. It might be one thing that’s 80% of what you do, something else that’s 20% of what you do, but we see people that are almost ADD driven in business and they’ve got a million different things or idea-a-minute people. And it’s very hard to really run a great business where you’re chasing so many different things and have it clarified, here’s what we really do well.

(12:12):
The fourth thing is people are not fungible. Your great people are everything. We always say that most businesses are built at the end of the day around great people and great clients. And the more that you could simplify that, the better off you are. And you ultimately, it’s not so much that you want too much people concentration or too much customer concentration, but you want your best, best people, your best, best customers. And we always want to look at things conjunctively, great people and adding more great people, great customers and adding more great people, great customers, and constantly simplifying. And the last thing I would say is the very best founders, leaders I know really know their own business well. They are not so caught up in every sort of trend that’s going on, everything that’s going on in the macro environment, they know where their business is coming from, they know who their best people are, and they’re very focused on staying disciplined around those things.

(13:11):
So I would say those are sort of the things that I look at the most in businesses. Where I have failed to build teams, I’ve failed, where I’ve been on boards, that have built great teams, those companies have exited and done great, where I’ve been on boards where they’re built around one superstar, one supernova. Usually that ends up being not as successful as a company that’s built around lots of great leaders and lots of great stars. So building teams, knowing your business and really finding your product market fit, what people really want from you is such a big key.

Craig Castelli (13:41):
That’s fantastic advice. Most businesses at the end of the day are people businesses, and it doesn’t matter if you’re making a product or selling a technology or providing a service. There are people that make that business happen, and I don’t think those people are being replaced anytime soon, so we have to keep putting the people first. Scott, tell us, let’s move now to the present here. Tell me what you’re building with the Becker Private Equity and Business Podcast.

Scott Becker (14:04):
Yeah, no. So we do a regular podcast and webinar series and we speak and so forth. I would say am I building something or not? Depends on what day it is. I would say I started a business newsletter several years ago when we sold part of Becker’s healthcare and I thought at some point I would need something to do in the future because I thought, okay, I’m going to at some point be out of Becker’s healthcare. And of course that day has never come. I thought that someday I’d be out of the partner at a law firm. I’m a senior partner at this point, so I’m not a true profits partner, but still aligned with the law firm I’ve been with for 30 years. So I thought at some point I was going to need something to do. So started a podcast, started a newsletter around business, which is completely outside of healthcare.

(14:52):
My goal is to do nothing that ever is negative to Becker’s healthcare or towards McGuireWoods and everything I do to be complimentary or synergistic. And so the goal in starting something new was to give myself something to do somewhere between an advanced hobby in a business, trying to keep myself in the world as not just a healthcare thought leader, but a business thought leader and trying to stay engaged with people and business. And it’s gone really nicely. I mean, we’ve got sponsored podcasts, we’ve got a growing webinar business, I do a decent amount of public speaking, some paid, some not paid, but we do a lot of interesting things and it’s been great, but I wouldn’t say we’re trying to be complimentary to Becker’s Healthcare and McGuireWoods. So one of our last podcast guests is a regular Becker’s Healthcare and Becker’s Becker’s Healthcare and Becker private equity business are two totally separate companies.

(15:46):
The only overlap is myself, but we have customers from Becker’s Healthcare that want to be on the Business Private Equity podcast and typically we’ll do that complimentary for them because yes, our team at Becker’s Healthcare wants us to, or they want to be in front of that audience too. But we view it more as an advanced hobby than a true business at this point, but growing. And we’ve got a nice group of … We’ve got a handful of team members there that are just literally doing a fantastic job. So we’re constantly trying to keep active with it and moving with it. And it’s really interesting. Right now, we’re doing more and more webinars and podcasts, and the webinars give me a chance to really visit about the deal market with people, about some of the things that I’m really interested in, CFO trends, artificial intelligence.

(16:33):
We’ll also have a session on our next webinar about building businesses, which is the book that we recently wrote. So I would view it, Craig, as somewhere between … When I started Becker’s Healthcare, it was not intended to be a media business. It was me trying to be a thought leader in healthcare to build a healthcare legal practice. We ended up at some point turning that into a serious business. We may or may not do that here too, but this is really intended to be, I would say, advanced hobby as much as a business and the people that work with me in it. I’ve got three teammates in it that are just a pleasure to work with. So we’re enjoying it tremendously.

Craig Castelli (17:05):
Well, you’re putting a lot of great information out there. And what I love is if you want a long-form webinar, it’s there. But if you just want a three to five-minute discussion on a salient topic of the day, you have that too. So it’s a low bar to entry to really keep yourself informed and educated on what’s going on in the world.

Scott Becker (17:25):
And that’s what we love doing. And the complication is as you … So the daily fear is three to five-minute podcasts that give you a business issue or thought of the day. Then we have guest episodes with people that are fantastic like yourself. Then we have longer form webinars and the great balance as you build businesses is this balance of what you love doing versus what the market will pay for and trying to find that overlap. So the market will pay for sponsorships for webinars. And I actually love doing the webinars and moderating again to visit people. The market pays for that stuff. Meaning people want to sponsor them, they want to speak on it. Our next one has an audience, 250 people, so people want to be in front of that audience. The flip side is I love doing my short podcasts every day to really well listen to, but they’re not easy to make a living from, but they’re not easy to pay our staff with because we have sponsors on them, but the sponsors on the three to five minute lengths don’t pay enough per ad to pay for our team.

(18:25):
So it’s trying to find this balance of what you love doing and what pays the bills and trying to hit that overlap constantly. And so we’re constantly evolving and trying to stay like … There’s an old golf statement that there are no pictures on the scorecard, so we love doing X, this pays better. And so we’re trying to figure out to make sure we’re steering ourselves to the things that both we love doing and that we could pay our team with.

Craig Castelli (18:51):
Yeah. I mean, I’ve never really thought about this way before, but there has to be some correlation if you looked at a broad enough basket of businesses where those companies that have really maximized that intersection or that Venn diagram of what they love to do and what pays the bills and how those businesses just continue to grow and generate profits over time versus the businesses that are just grinding it out, maybe owners find it a little bit painful to do what they do and it’s just there for the money without any of the passion.

Scott Becker (19:18):
A hundred percent. If you could find both. I love what I do. I love the writing and speaking. So most of it I would do for free, but it helps a lot if I get paid because then I’m able to pay our team and build something. I mean, a lot of it, literally I’ve done for free for a million years. I love doing it, but you also have to, if you want to build something, you need a team. And I see this concept on X or Twitter of the solopreneur, and I don’t know what that is because I know there’s people that do it, but I can’t do that. I don’t really know. I’ve never built anything serious without great teammates. And I think that to me is fundamental to everything you do.

Craig Castelli (19:52):
Of course, of course. So you’ve mentioned a couple times in this book. I want to hear all about it.

Scott Becker (19:58):
So we’ve written a book called Building Great Businesses: Create Momentum, Overcome Setback, Scale with Confidence. It’s an iteration, a much deeper iteration of a book I’d written a few years ago, and I think a much better version, I hope. The first … I’d written healthcare books a hundred years ago that were by really big time publishers and they were healthcare business books. More recently, again, and it goes into the same area of the advanced hobby area, wrote a business book. The first one was a D and so I literally had to pull it because I just didn’t like how it came across and didn’t reflect how I wanted to reflect. The second one was a BB-ish and better, and I’m hoping this is like Ben Johnson, good, better, best, that this is the third one that I wrote last summer, spent three to four hours a day for 90 days, a hundred days writing, then had my editor, my co-editor clean it up.

(21:01):
Then we are working with a professional publisher and it’s being distributed through Simon and Schuster. And it really goes through business lessons of building businesses. And it tries to weave in the story, plenty of successes and failures about the things that we think most strongly about, building teams, finding product market fit, taking care of customers, how you build a culture and atmosphere, the evolution of a founder, and a lot more. So it’s a great project. It’s sort of like, again, this is going to go in the category of, on its face, it will be a money-losing project, even though we’ve got a professional real publisher in Simon & Schuster, but hopefully there’ll be satisfaction from it in a lot of ways. I mean, but it’s a great project and we’ve had great, great response. I think we’ve pre-sold 9,000 books so far and people have been very, very receptive.

(21:49):
They’ve been very helpful. And so it comes out June 23rd. We want everybody to pre-order an Amazon different discussion. But no, it’s been great, great. It’s been a great project. It’s fascinating because the writing, but I love writing, but getting myself back into serious writing mode and spending three months really writing hardcore every day for a few hours was something I’ve not done in a long time. And then distribution, like many things in life, you could start an investment bank, but if you’re not out there talking to people, you don’t really have an investment bank. And it’s very similar to a book. You could write a book, but if you’re not actually distributing it and talking to people, the book is almost useless. And so it has led to a ton of conversations. And it’s been really interesting. I mean, I’ve interacted with so many people that I haven’t interacted with in different ways in years through our distribution effort, and it’s been really, really interesting.

(22:40):
So we’ll see how it goes. We’re hoping when people get it that they’re not like, “Oh my God, this is so dumb. I can’t believe you wrote this.”

Craig Castelli (22:46):
I highly doubt that. I highly doubt that. We’ll see how it goes. I’m going to pre-order my copy when we get done here only on the condition that you autograph it for me next time we see each other.

Scott Becker (22:57):
We would love to. But no, it’s great fun. It’s really been interesting. And it’s a constant … Everything’s a learning experience and I’m working with great partners here between a publishing team, a brand group, and it’s really been fascinating. And I used to do these TikToks that were me like in almost a Dave Portnoy style, and I’m working with a professional person who’s made this much cleaner and more professional. It’s like you get a ton of different learning in these things, a ton of different experiences, and you meet a ton of different people. So regardless of how it turns out, it’s really been a great project and we’ll call it a win regardless, but we hope it succeeds.

Craig Castelli (23:35):
I think it will be. I always find it fascinating listening to interviews with authors when they talk about that creative writing process. I mean, it’s something that if you haven’t done it, and I haven’t done it, so I only know what other people say, but it is a grueling, challenging process. And I have friends who were English majors who always said they were going to write the Great American novel and 20, 30, 40 years later having achieved any sort of liftoff. And I think it’s that whole process thing that you either can break through and figure it out and commit to it, or you can’t.

Scott Becker (24:06):
Yeah, no, I promised myself 20 years ago was the last time I’d written a book, and I promised most I would never do it again. Then of course it got the itch to do it again and thought I would shortcut it with an editor on the first one and took a ton of different my business laws from different places, tried to put them together, and it came out sort of as a hodgepodge, not how he liked it. So finally, by the second and third one, I actually grinded through them in the old fashioned way, literally. And I mean, ultimately, I think it’s still, there’s no substitute for it. You could have AI build your book, but it’s like when I have AI build podcast questions for somebody, if I don’t take another look at those podcast questions, podcast questions to make sure they’re actually, okay, they’re really in sync with what we want to talk about, it doesn’t quite hit it.

(24:53):
And it’s the same thing if I’m giving a talk, I get some talking points from AI, but I still got to sort of grind through to make sure it aligns with authentically me. So it actually sounds like things I know about and talking about. So no substitute for it and a fascinating process.

Craig Castelli (25:06):
Yeah, absolutely. Well, kudos to you for doing that. A couple questions here we can wrap up and I want to turn things back to M&A since this is an M&A podcast after all. But give us, what are your general thoughts on the M&A market today?

Scott Becker (25:18):
Yeah, no, it’s fascinating. I mean, there’s still M&A going on and there’s a good deal of it. I think last year a thousand healthcare deals were closed one way or another and some sort of not. And I live more in the healthcare space than other spaces. That’s more where my focus is. But there were more deals closed than I thought there were in what you think of as a relatively softer market.You’ve had this challenge where private equity is sitting on a thousands of deals, literally, I don’t know what the number is, you probably know the number, but thousands of deals that they’re supposed to have exited, they haven’t exited. So there’s a thousand deals they want to exit and those deals are performing really well and they’ll have really good exit opportunities as the credit markets, as other things as the deal market sort of opens up more and more, they’re doing poorly, in which case the exit market is really challenging because they got to figure out, do they exit, do they take the losses in those to mark the market on it, but that makes their next fundraising really hard.

(26:13):
So you’ve got a lot of people that hold deals for a long time because they can’t exit them well. And then you’ve got the still pricing gap between what people think they should get to sell their deal, particularly if private equity funds bought into them at a higher price, at a higher valuation environment. In the old days, valuations were going up. You could have won in it at 10, valuations two years later were at 13. If you did nothing, you still did well. Now there’s none of that valuation or multiple arbitrage, but you have deals getting done. I mean, I serve on the board of a company and we’ve done private equity funded and have done several deals in the last couple years. And a couple of them have gone really, really well. They’ve done a great job with it of integrating in and buying good partnerships, good deals and stuff like that.

(26:55):
And then we’ve seen other funds doing a lot of investing. You see that the huge private equity funds, the biggest, biggest private equity fund companies in the world, the Blackstones, the Apollos, the KKRs are all down 20, 30% year to date. Management fees are going fine. Their exit deals are not going well, they’re not getting exits done, but I do see more and more opportunities for it. But at the end of the day, it goes back to something I said about running your own deal or running a process with somebody is you have to make sure your own deal is operating well, your own companies are doing well, and then you’ve got optionality. If your own company’s in trouble, your options suck, and it’s a very hard deal environment.

Craig Castelli (27:33):
Yeah, I think that’s the best way to put it. And that’s applicable whether you’re Bain selling a company for $10 billion or you’re an entrepreneur selling a company for $30 million. You have to get your own house in order. And if you do, there will be buyers for it. I mean, we are definitely seeing more of a shift towards subsector emphasis in terms of buyer interest. It can be very bifurcated even within healthcare, even if you drill down to something like healthcare services. There are subsectors within healthcare services that are white hot, that are subsectors within healthcare services work can be tough to get things done. Even if you’re in one of those subsectors, if you have a great differentiated business and you check all the boxes, you’re going to find interest, you’re going to get a deal done, and it’s probably still going to be at a very attractive valuation that might be above the rest of the market.

(28:20):
It is not the norm, but it’s also not completely uncommon that you see founder-owned companies with five to 10 million of EBITDA fetching higher multiples than PE backed companies with 50 million of EBITDA, and that’s just solely based on the uniqueness of the asset and just the overall completeness and health of the business.

Scott Becker (28:39):
No, I think that’s exactly right. I agree with that 100%. It’s fascinating to watch.

Craig Castelli (28:44):
Yeah, absolutely. All right. Last question here, Scott, what advice would you give business owners? Now that you haven’t given a ton of great advice already today on this podcast, but what advice would you give a business owner who’s today thinking about navigating the M&A environment?

Scott Becker (28:55):
Yeah, no, I think there’s really … We always say about deals. There’s three parts of a deal. There’s getting your own team aligned, which means internally your leadership really is on the same page as to what you’re doing. There’s almost nothing worse than going through a process where some people want to do something, some people don’t want to do something you’ve not aligned on goals. So getting your own self aligned. Second is you have to get aligned with the buyer, whoever the buyer is, ultimately come to terms with the buyer, and third is the process of getting everything done. So when I look at deals, we always sort of look at them in those three sectors, your own team, your buyer, or whatever your process looks like, and then third is just closing. All things have to get done to actually get a deal to the finish line.

(29:33):
In terms of deals and doing deals, I guess the two biggest things I would say is one is hire a great investment banker and then make sure with the investment banker or your lawyers, you align well with your bankers, your lawyers, your QV people, your diligence people and so forth. But a lot of it starts with, it can start with your law firm, but more importantly, the real driver of the deal is your vendor Investment banker, not your lawyer, not your QV firm. Those are all pieces of the deal, but the real driver of the deal is the banker. The second thing is, and this is as important as anything is, you have to keep running your business for success because if you keep running your business for success, then you’ve got optionality regardless of what happens with the deal. And we’ve seen plenty of times where deals have fallen apart and a company’s left themselves very vulnerable because they’ve just beat themselves up through the process and they’re not focused on the business.

(30:27):
Other times I’ve seen companies go through a process, not close, but they’ve come out stronger because they’ve done a really good job of keeping themselves in their eyes in the business. And everything is about, if you got a high quality business, you’re going to have lots of options. And so not taking your eye off of that ball.

Craig Castelli (30:43):
Yep. That is fantastic advice. I couldn’t agree more. If you have the ability to wait, you have the ability to walk in away, you’re not desperate to do a deal, that’s the biggest leverage point you can possibly have in a negotiation. Scott, this has been fantastic. Appreciate you joining. Before you hop, tell people where they can find you, the podcast, the book, whatever you want people to find.

Scott Becker (31:01):
Sure. No, you could find the book on Amazon. Please pre-order it. I beg you, just kidding. Building great businesses, create momentum, overcome setbacks, scale with confidence from Scott Becker. Follow me on LinkedIn if you’d like. Whatever we could do would be helpful. If you want to buy the book and you want me to pay for it, I’m thrilled to do so. Text, I’ll give you a text number. 766-5322. You pre-order the hardcover. We’ll send you a $25 Amazon gift card to cover it. So no, thank you so much, Craig. What a pleasure to visit with. You’ve done an unbelievable job of building your investment bank. It’s incredible what you’ve done. Congratulations. And thank you for having me on.

Craig Castelli (31:39):
Yeah. Thank you very much for joining us. This is Scott Becker, everybody, and thanks all of you for joining us on The Close.