1. Understand the counterparty and the country before you look at the company

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Pablo von Siebenthal starts every deal the same way, and it is not with the target's financials. "The first step is always to try to understand the situation of the counterparty," he says. "Who is the ultimate decision maker? What's the context, the economic or political context that this owner, business owner is operating in? Who is deciding? Who is negotiating? What are their language skills? Do we negotiate in English or not? How experienced is that person in doing M&A?"

He sits down with his full team, including people on the ground locally and in the region, and brainstorms to anticipate as many complexities as possible. He is candid that this only takes you so far. "You will always be surprised. Some of the countries that we're currently doing deals in have never done a deal in those countries and nothing will prepare me for those new situations." The value of experience is not certainty, it is composure: "stepping into a room, well, you're going to be surprised, but hopefully not overwhelmed."

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Rodrigo Domínguez frames the same pre-work through a legal lens. Before he looks for companies to buy in a new jurisdiction, the first thing his clients ask is to explain the country's treaty network and what investment protections they have as a foreign investor. "So a lot of these countries, they have treaties in place with other countries where if you are an investor coming from one of those countries, you will be afforded the investment protections that are in that treaty in case something goes wrong."

His point is about scale. "If you're deploying a billion-dollar capital into an infrastructure project in country X, you wanna make sure that you have the protections needed so that if the government eventually takes any action that is adverse to your business that is illegal or goes against the treaty, that you're gonna have adequate protection." The first step, he says, is "looking at the country from what protections do I have, understanding how the rule of law works in that country, the efficiency and efficacy of the legal system."

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Rodrigo is honest that this analysis matters less than it used to. "Those days where a multinational was coming into a country for the first time, as we reflect in our practice, like 25 years ago, you still had some of that, but we're now at a point in globalization that most of our clients already have a presence in this country." Less common, but still important when the check is large enough.

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2. Recognize the deal mechanics are mostly the same

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Here is the reassuring part. Once you get comfortable with the country, the process runs the way you already know it.

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Rodrigo is direct: "Once you do that, which is more a pre-investment committee discussion, this is just essentially for you to get comfortable with the idea of going to that country, then the M&A process is run very much the same as in the US." He walks through it: a data room, a process letter if it is an auction, an NDA, a non-binding offer, a binding offer with a markup of the SPA, then exclusivity and confirmatory diligence. "That's the typical process for M&A transactions nowadays."Pablo says the same about coordination.

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"Our approach to coordinating M&A will be, to many of your listeners, very similar to what they do as well. It won't sound completely different. I think what we do is a normal project management approach." The work streams are the usual ones: legal, finance, tax, operations, commercial, IT, HR.The lesson is to spend your worry where the difference actually lives - the counterparty, the framework, the regulators - and to run the mechanics with the discipline you already have.

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3. Negotiate your own style out loud, and adapt where it counts

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This is where practitioners diverge in tone. Jake Lin takes the stereotype about cross-border deals - that you need endless patience - and refuses it. "That's the biggest theme I've heard of doing these cross-border deals. Like you need more patience. I'm like, I don't have that patience. How am I supposed to manage this? I don't want to wait longer than I need to."

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His fix is to name his own style up front. "I call it out and say, hey, listen, guys. I don't have any patience. This is how I do things here. I'm going to get a letter of intent to you by the end of the day." He acknowledges the cultural gap directly: "there are times where I may look Asian to you, but culturally, I don't think the way we work things. I prefer to be direct and efficient and just be straight to the point."

Then he turns it into leverage. "But if you have a different way of going about it, let me know. Which is forcing them to say, hey, if they say I don't want to be direct and be indirect, then that's almost kicking themselves in the foot. Because when you ask a question like that, it's hard to say I'd rather you not be direct. I'm negotiating the situation."

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Jake balances the bluntness with relationship work. "Whenever I get the opportunity, I always try to meet that person in person. It helps soften the edges a little bit. And if they drink, that works even better. You try to do whatever you can outside of the formality of it just to build that trust and relationship."

Notice the tension with Pablo, who leads with adapting to the counterparty rather than asserting his own tempo. Both agree on the fundamentals - know who you are dealing with and build trust - but Jake pushes his style forward while Pablo bends toward theirs. Jake also warns that the patience gap is not purely cultural. Slow diligence "is actually quite common in the US too, especially if you're dealing with middle market companies. Like they just don't have all their stuff together."

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4. Build a project office that works around the clock and around the world

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The operational reality of global deals is time zones. Pablo describes days that never end. "By the time we get to the office in the morning, it's almost evening in Australia. By the time the US colleagues, especially on the West Coast, come online, our day has almost finished. So your day never really finishes."

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You cannot cover that alone, so his answer is structural. His project management office is often just two people: one from his team and "someone ideally locally in a regional management team or in a country management team in a senior enough position, experienced enough so that he or she knows the business well enough, knows the main stakeholders locally, knows how to get people to deliver on timelines."

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That local person is usually not M&A trained. It might be a business development manager, a corp dev person with a regional COO role, or someone who moved from headquarters into a national finance role. What matters is that they can get stuff done on the ground.

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The office runs the work streams with two or three calls a week, plus one-on-ones with the most important streams when they fall behind schedule or when big findings are coming. It reports into a steering committee - regional CEO, regional CFO, group general counsel, and Pablo - which reports into the investment committee and the shareholders.

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On advisers, Pablo has a specific trick for cross-border diligence. "When we do a due diligence in Vietnam, let's say one of the big four firms, which we don't know their office in Vietnam, we then make sure that we know the people centrally and that we have them involved as well, and they will do the quality assurance." Local teams for local knowledge, central teams you trust for coordination and quality.

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5. Manage regulators in every jurisdiction with one consistent message

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When a deal touches multiple competition regimes, each agency runs its own analysis, and Charles Webb's rule is that they must all hear the same thing. Take a hypothetical deal reportable in the United States, the European Union, China, and Australia. "You'll be talking to each of those agencies. Again, you'll want a consistent message."That means the right team in every location.

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"As in-house counsel, I'm going to want to have my external counsel on the team, both in the United States. Also, it's key to have local counsel, in our example, in China, in Europe, and Australia to help you with those agencies." Add an economist to explain the economics, and a third-party document production group to handle the second request, which he calls "a huge discovery request requiring data and documents." Engagement is both proactive and reactive - you submit materials, and you respond when agencies send requests or ask to depose executives.

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The second risk running concurrently is gun jumping. Diligence now runs through a virtual data room, but Charles warns against putting sensitive competitive information in front of everyone. "Let's say customer lists or prices or salaries, you probably don't want to have that fully available to everybody via the VDR. So you'll want to set up a clean team, a subset of people who aren't involved in the competitive aspects of where the companies compete, to review more sensitive documents."He keeps the stakes plain. "You cannot get regulatory compliance and the deal falls apart, or there's a thousand reasons why the deal can fall apart and the merger collapses. Your financing collapses, valuation changes, et cetera."

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The playbook

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1. Before you screen targets, map the country. Understand the political and economic context, the rule of law, the efficiency of the legal system, and the treaty protections you hold as a foreign investor. Size this work to the size of the check.

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2. Profile the counterparty first. Identify the ultimate decision maker, who is negotiating, their language skills, and their M&A experience. Brainstorm the complexities with your team, including people on the ground locally.

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3. Run the standard process with confidence. Data room, NDA, non-binding offer, binding offer with SPA markup, exclusivity, confirmatory diligence. The mechanics do not change much across borders.

4. Name your negotiating style up front, then ask theirs. Say how you work, get alignment on tempo, and use in-person meetings to build trust and soften the edges.

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5. Stand up a lean project office with a senior local partner. Run two or three work stream calls a week, add one-on-ones when streams slip, and report cleanly up to a steering committee. Use local advisers coordinated by a central team you already trust.

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6. Coordinate every regulator with one consistent message. Staff local counsel in each jurisdiction, add an economist and a document production group, and set up a clean team in the VDR to shield sensitive competitive information and avoid gun jumping.