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Corporate Development Strategy: Notion's M&A Approach with Hilary Shirazi

Hilary Shirazi - Head of Corporate Development at Notion

Hilary Shirazi, Head of Corporate Development at Notion, brings over a decade of M&A experience from LinkedIn, Pinterest, and Zendesk to discuss building corporate development strategy at high-growth tech companies. She shares her proven deal thesis methodology, the "Four T's" framework for categorizing acquisitions, and why integration without an IMO might be the better approach for agile teams.


Things you will learn:

  • The Deal Thesis Framework – How to crystallize strategy before identifying targets using Hilary's proven document template
  • The Four T's of M&A – Talent, Tech, Traction, and Terrain categories that determine your acquisition approach and integration strategy
  • Integration Without IMO – Why embedding integration throughout the process beats traditional handoff models for most deals

Notion is the all-in-one connected workspace that reshapes how teams think, write, plan, and organize. Founded in 2016, the company has revolutionized productivity software by combining notes, databases, wikis, and project management into a single platform. Website: notion.so

Industry
Software Development
Founded
2013

Hilary Shirazi

Hilary Shirazi has been driving corporate development strategy since 2014, building her M&A expertise at LinkedIn, Pinterest, Zendesk, and now Notion. She experienced both sides of major acquisitions, including LinkedIn's Microsoft deal, and specializes in tech and talent acquisitions that accelerate product and team growth during critical scaling phases.

Episode Transcript

M&A Science - When to Start Doing M&A

Kison Patel: [00:00:00] I am Kisan Patel, and you are 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.

Kison Patel: Hello and welcome to the M and a Science podcast. This [00:00:30] podcast is part of a mission to rethink how m and a is done. The old school seller led approach, it's instead, fire led m and a is all about strategy, alignment, and efficiency. Putting value creation at the center of every deal. And let's be real. It's not just about closing the deal, it's about making it successful.

Kison Patel: We uncover what truly works at m and a by learning directly from the best. I'm your host, Kisan Patel, founder and CEO of deal room chief scientist at m and a Science. Joining me today is Hillary Shiraz. Head of [00:01:00] corporate development at Notion, the all-in-one connected workspace, reshaping how teams think, write, plan, and organize before Notion.

Kison Patel: Hillary built her m and a and investing muscle at Pinterest, Zendesk, and LinkedIn, helping shape acquisition strategies across early stage and late stage tech companies. At Notion, she's focused on tech and talent acquisitions that accelerate product and team growth during a critical stage of scale.

Kison Patel: Today we're gonna talk about what it's really like to build an m and a motion [00:01:30] inside a high growth tech company. Why integration without an IMO might actually be better model for agile teams. Hillary, how you doing? I'm great. Thanks for having me. Thanks for hosting me live here. This is Headquarters.

Hilary Shirazi: Headquarters Notion hq. Yeah, we just moved into this office downtown about three or four months ago.

Kison Patel: That's a great space. Thank you. So we're here Notion World Headquarters. I'd love to kick off with just a little bit about your background.

Hilary Shirazi: I've been in m and a now since about 2014. I didn't actually know that you could have a full-time job at a [00:02:00] company in m and a until right before starting.

Hilary Shirazi: I had done m and a on the investment banking side of things. After that I was an investor and we ended up merging one of our portfolio companies with another one, seamless and GrubHub. But it wasn't until one of our portfolio companies hired a head of Corp Dev that I realized you could move in-house and kind of advise a company on the right way to do m and a in the long term.

Hilary Shirazi: I started at LinkedIn in [00:02:30] 2014, was there for four years through us getting acquired by Microsoft. So I can say that I've been on both sides of an m and a, and as you said, have done corporate development now at private companies. At public companies, so LinkedIn, Zendesk, when it was still public and now it's private and interest and now Notion, which is still private and it's been a ton of fun.

Kison Patel: So I gotta ask you, 'cause I talked to a lot of business school students and I feel like the career path always like default gonna investment banking. Then when you're investment banking, everybody wants to [00:03:00] go on the buy side and you get in private equity and like you described, like that's when you figure out like, oh, there's this corporate development thing.

Kison Patel: So a lot of times students aren't even exposed to what corporate development is and then you land in there. How would you contrast the difference between those three career areas?

Hilary Shirazi: It's funny because now folks from undergrad are actually reaching out and saying, I wanna explore corp dev. And I say, how did you even find out about this career path?

Hilary Shirazi: I wish I had known about it earlier. I would say the most exciting thing about doing it in-house is you just get closer and closer to the [00:03:30] mission and the vision, and frankly, the founders. Because when you are in investment banking, you're advising, and it's more about the numbers, but you don't get to see the integration when you're working with portfolio companies.

Hilary Shirazi: You do get to see how it ends up, but you're still pretty far away. And then when you move into a company, you really get to see what is the strategy, how do you go about sourcing, how do you build relationships with the founders? How do you convince folks and stakeholders internally to go ahead with the acquisition?

Hilary Shirazi: And [00:04:00] then truly working hand in hand with the different functional partners is how the integration happens. And then you're really owning it for 1, 2, 3, 4 years after the fact, before it really becomes embedded.

Kison Patel: You got a lot deeper in strategy than you have to own. The execution all the way through.

Hilary Shirazi: Yes.

Kison Patel: Sounds like more work. So yes. Maybe it's more rewarding. More

Hilary Shirazi: rewarding. I was gonna say.

Kison Patel: I also gotta ask, you've worked at some pretty prominent companies out here in the Bay Area from LinkedIn, Pinterest now at Notion. How has like your [00:04:30] perspective or view on m and a evolved when you've been able to see it in these different environments?

Hilary Shirazi: I would say, and this is my advice to a lot of folks breaking into Corp dev, try to start somewhere that already has developed best practices, because it's a lot to figure out. A lot of folks, again, reaching out saying, I wanna get into Corp Dev as the first corp dev hire, which, which could be great, but I feel like having started at LinkedIn, they had already done about 20 deals, had already gone public and had all these [00:05:00] best practices in this kind of set of principles for how they thought about m and a.

Hilary Shirazi: And that's quality over quantity, really leading with strategy, which we can get into kind of on the integration side of things, embedding integration throughout the process, being flexible and focusing on value creation and taking all that together in a playbook really helps you think about. Feels the right way from the start.

Hilary Shirazi: I would say in the evolution of corporate development, in my view, it's always starting [00:05:30] with the principles and then really figuring out what are the differences in companies that you're joining and how do they think about m and a and who are their players, and how can you craft the playbook to really fit in with whatever the vision and mission of the company you're currently working at is.

Kison Patel: I like that, just having the experience around what a mature machine looks like. Not today. You're basically building it from scratch.

Hilary Shirazi: It's funny because a lot of the time people see a big public company, like when I joined Pinterest, it was close to [00:06:00] a $50 billion market cap company, but had only really done small m and a three to four folks.

Hilary Shirazi: Small tech acquihires, even though they were really big coming in and helping drive their first true acquisition was a whole new learning process and building a whole new muscle. So it's almost as if you can't necessarily classify a really big company as having done it in the past and having that muscle.

Hilary Shirazi: It's like you have to get in and see, okay, what's the experience of [00:06:30] the company? Where should you start such that you can target the right companies and integrate them in the right way and work with all the cross-functional partners.

Kison Patel: It's interesting when you look at the current state, 'cause you've seen this as a really mature, you get a sense of what it really takes to make these deals successful.

Kison Patel: How do you think about m and a when he is just kind of starting off filling the function for an organization? Yeah, we talk like buy, you're gonna hear me reference it because it's a framework that we published and one of the original pillars is the first pillars is really [00:07:00] detailing out the strategy so you have this clear criteria.

Kison Patel: Yep. Which it sounds like that was already in place when you're working on more of a mature m and a platform, but then when you're standing it up, sounds like there's some work to do.

Hilary Shirazi: Yeah. It's not always the case that everyone knows what to do internally, and I think that's what I've found to be one of the more fun things about corporate development is you come into a company and you think about all your partners, even the exec team, everyone has a different degree of experience with m and a.

Hilary Shirazi: So you could have some people who have [00:07:30] been acquired, done acquisitions, you could have some people who. Maybe went through a terrible acquisition and have their own deep seated fears about doing deals. It's really about the people at the company and what are their biases or inclinations, and really making sure that you're getting to know all of the individuals that will be involved in the process internally before you can feel really confident about going out and talking to founders and convincing them to sell, [00:08:00] because you wanna make sure they're gonna be set up for success, and you wanna make sure that everyone internally understands what each step of the process means.

Hilary Shirazi: A term sheet really means an engagement ring. It's like you're getting married, even though most of the terms are non-binding, except for confidentiality and exclusivity. You wanna make sure that your partners understand how the process works. And to do that you really have to get to know them.

Kison Patel: I chuckle, 'cause I did a podcast yesterday with Stefano over at [00:08:30] Snowflake.

Kison Patel: Oh yeah. And we use the wedding analogy quite, quite a bit.

Hilary Shirazi: I'll pick a different one. We know we

Kison Patel: could still use it. I feel like it's either home buying or the wedding. Yes. It's like

Hilary Shirazi: that was gonna be my other one.

Kison Patel: They fall pretty well in. Uh, when it comes to m and a, I'm curious, because we actually talked about this as well, is when you think about the steps to stand up in MA function, I feel like what you described as step one, get to know the organization leaders.

Kison Patel: Mm-hmm. Understand like where their train of thought is. Can you kind of walk me through like what that journey look like for you and notion and standing it up, that

Hilary Shirazi: notion? They had already done one acquisition before I joined, so I [00:09:00] already knew that there was an appetite to do it, which isn't necessarily the case at every company I've been in or even heard about where they say we wanna do m and a and then you get in and everyone's still saying that, but you run into brick walls when you try to bring something forward.

Hilary Shirazi: It's really. Getting to know and, oh, so why don't you wanna do a deal? And then unpacking that here, the executive team has experienced, most of them have experienced m and a before. They [00:09:30] do understand that it's a bit of an art, a bit of a science. There's no perfect time. It, you have to trust your partners and trust that there's that vision alignment.

Hilary Shirazi: It's funny because even though Notion is a private company that's, you know, at a smaller scale than some of the public companies I've worked at, it feels a little more natural to lean into these processes and get all the folks working together to make sure that we're talking to the right founders and doing the right

Kison Patel: deals.

Kison Patel: And then that's where you can start getting a sense of like strategy or how do [00:10:00] you build an m and a strategy mm-hmm. Off of what these executives and they then it probably helps that they already got experience doing m and a. So they got some ideas. Was there effort to start organizing this stuff and really building a process notion.

Kison Patel: A thousand people right now. I can imagine even at that size, there's. Different areas where ideas re could bubble up.

Hilary Shirazi: Yep.

Kison Patel: You like centralize it and

Hilary Shirazi: Yeah. This is, I would say a more formalized process over time, where LinkedIn did a version of this and then worked on it more at [00:10:30] Zendesk and then Pinterest really formalized it where everything needs to start with a deal, thesis and a document that is created by someone I call the deal sponsor.

Hilary Shirazi: One misconception is that corporate development is the sponsor, but really it's the person that's going to own that acquisition internally, which is usually someone in the engineering product or design function. I coach those deal sponsors saying you do a [00:11:00] PRD, you do a product requirements document for when you want to build something, so you should do the same thing when you want to buy something.

Hilary Shirazi: You have to ask a lot of the same questions, which are, what problem are you trying to solve and why? Now, where is this on your priority list? And if you start with that with a no names basis, you can do a lot more first principles thinking, because a lot of the times people will come in with, I wanna buy this company, or, I heard about this hot [00:11:30] startup.

Hilary Shirazi: You're skipping ahead because you've ignored all the other potential targets in the space. Starting with that thesis document is. Super important. Even if someone wants to start with a target, say back up on a no names basis, what are you trying to do?

Kison Patel: This is the similar conundrum when you get the book from the banker and then you get excited about it and all of a sudden you're like building a business case.

Kison Patel: Go do this deal. Right. Just 'cause it came across your desk.

Hilary Shirazi: Exactly. You're like back solving

Kison Patel: one. It sounds like it's a good thing that people actually want to do m and a. Yes. Because [00:12:00] I've heard the other way around where yeah, people don't wanna do it. They're have some phobia of it so that that's good.

Kison Patel: But then you have the opposite where you gotta dial 'em back and say, all right, let's, this is how we do it, is we wanna crystallize the Y and then we can Yep. Search the market and make sure we're finding the best asset for answering that Y.

Hilary Shirazi: Yeah, and it's also helpful to your point, there's a lot of people, I love when people are excited about pitching ideas, but if they aren't the one that's gonna own it, I coach them to say, I can't own this, so you should go find [00:12:30] the person that's gonna own this and work with them on the document and they can then be a part of the deal.

Hilary Shirazi: But. They're not gonna be the one that drives it. It helps with alignment and it also helps reduce thrash for good ideas that maybe don't have an owner. That makes sense.

Kison Patel: No, this is interesting. You were creating this deal thesis before you have an identified target.

Hilary Shirazi: That is my perfect world. It does not always work that way.

Hilary Shirazi: Not always.

Kison Patel: Can you walk me through what's included in the deal thesis?

Hilary Shirazi: It's a pretty simple list of questions. [00:13:00] What are you trying to solve in your roadmap? Why now? Where does this sit on your list of priorities? What is the level of investment you believe we need here? And that is really important because if it's, Hey, we need two engineers to build this.

Hilary Shirazi: Okay, well we could find a really small company, but it's harder to find those itty bitty startups. So maybe if we see an inbound acquihire, that might make sense, but that really helps scope the scale. After that, I ask what is the build [00:13:30] path if we don't acquire or partner? What would success look like if we did buy something here?

Hilary Shirazi: What is success in six months, 12 months, two years? And then what are you actually interested in? Is it talent? Is it tech or is it reach within a certain audience, customers? And finally, this one I leave as optional, but are there examples or templates of success we can learn from? Oh, company X bought company Y and that is really exciting to me.

Hilary Shirazi: It's almost like the more [00:14:00] specificity you can pull out of a deal sponsor, the better. And once we have that clear vision, we can go do that market map. But until, I can actually use kind of an example where I was at a company and they said, we wanna go buy a company in the video space. And that's really broad.

Hilary Shirazi: And so you could say there's 5,000 video companies. What do you mean by that? Is it video? Creation video editing and helping them hone it down and hone it down and [00:14:30] hone it down by showing all of these different landscapes of video companies you would like for your partner to immediately have that crystal clear thesis.

Hilary Shirazi: But sometimes it is corporate development's job to help refine it by doing a little bit of boiling the ocean, showing them what's available, and then letting it click, oh no, this clicked down a specificity, and then this one, and then this one. And finally you end up with three companies that fit that criteria and you go out and you talk to three of them and you pick one.

Hilary Shirazi: And that's how it ends up.

Kison Patel: Gotta have funnel.

Hilary Shirazi: Yeah. [00:15:00] Yeah.

Kison Patel: Okay. So I wanna make sure I got these steps right for your deal. Thesis one, it's clarifying what that roadmap currently looks like, and then where does this sit in your order of priorities? Mm-hmm. And the investment, like what are we looking at spending on this opportunity?

Kison Patel: Then there's this sort of. Build versus buy thinking that that comes in. Yeah. Like

Hilary Shirazi: what would you do if we couldn't buy something here? What's the, the batna, I

Kison Patel: guess. Got it. So it's, oh, we're gonna hire five engineers, it's gonna take us three years to get this to market. And then what success looks like.

Kison Patel: Yeah. If we do acquire this, like [00:15:30] ultimately what's that gonna mean? Yeah. And then the value drivers of the defining like why, like what is a specific thing that the people, the technology. Right. And that part, the template examples is really good. It's like, okay, gimme examples of others that have done this or that you can

Hilary Shirazi: Yeah.

Kison Patel: Model around or, and then once you get that crystallized, then that you can do the market mapping exercise.

Hilary Shirazi: Yeah. That's when we go out and we try to use this criteria to pull in that list of, call it 30 companies, that you then hone down based on even more refined.

Kison Patel: Now I wanna clarify who's, [00:16:00] are these like purely product managers that are going through this exercise?

Kison Patel: Like who in the organization would,

Hilary Shirazi: it depends on who is set up to be kind of that deal sponsor. Super tactically, rule of thumb, who will the CEO of the acquired company report to? So if it's an engineer, CEO, usually there would be an engineering sponsor, or if it's a product, CEO, it would be someone of product design.

Hilary Shirazi: Kind of similar thing. That doesn't always have to be the case, but it's, [00:16:30] at least in my experience at tech companies, it's almost always someone who's in the engineering or product side of the world. And notion's a very design driven company. So there's even the possibility that we could have a designer sponsor.

Kison Patel: Oh wow. So you, you'll have some engineers even go through this exercise and

Hilary Shirazi: Yeah, some of my best sponsors have been engineers, actually.

Kison Patel: I can imagine. I've done a lot of these podcasts. I've always, the engineers stand out. Yeah.

Hilary Shirazi: Yeah. I think people think it's either execs or product folks, but it can be anyone who has clarity of thought and conviction and can pound the table.[00:17:00]

Kison Patel: Yes, that's true. Those are the two parts to it, the engineering of actual execution. I guess we'll talk a little bit more about that. Yeah, so we get the deal thesis and then. From there, you build a market map. Mm-hmm. And that allows you to find these opportunities. I'd love to hear a little bit about how you.

Kison Patel: Evaluate them. They feel like that's the one challenge you start looking at and the companies can blur together, especially in their competitive space. Mm-hmm. What are some of the indicators that what's gonna be a best fit? [00:17:30] Obviously it's like purely the product and tech, but then we always talk about like team and culture.

Kison Patel: What are your sort of indicators that this company's gonna be a better fit than the other ones in your pipeline?

Hilary Shirazi: Yeah, it depends on what is the culture of the company where you are. At LinkedIn, we were very focused on building the economic graph, so could you see from the outset that companies you were looking to acquire were also focused on helping people get jobs and making that process easier?

Hilary Shirazi: Again, at Notion, we're very design driven, is their website. Thoughtful and [00:18:00] beautiful. So there's kind of high level things that you can do. Does their tagline on their website align? To some extent? With our vision, you can get a lot just from what a company puts out there about themselves. You can tell what they care about, but I think it's not until you bring the founders in and figure out, are they saying the same things that our founders say?

Hilary Shirazi: Do they focus on the things that we focus on? And frankly, once we introduce 'em to our founders, how do they get along and do they [00:18:30] really see eye to eye? There are a number of signals that companies put out there that just over time, being in corporate development for a while at a company, you already start to say, oh, for instance, all companies have that little footer that says copyright year, and if the year is out of date, you can kind of already tell, oh, they don't have that attention to detail that I know they're gonna get dinged on here.

Hilary Shirazi: So. Even little things like that.

Kison Patel: Hillary's red flags. So make sure if your copyright's up to date still a

Hilary Shirazi: recovering banker

Kison Patel: [00:19:00] or if you're really savvy you gotta a engineer that actually codes it auto automatically update.

Hilary Shirazi: There you go.

Kison Patel: Thankful for our team. Yeah. It's interesting 'cause you said that here's this sort of common thinking around the mission vision that the founders jive together.

Hilary Shirazi: Yeah,

Kison Patel: that's a good indicator when you look even past that of, and maybe it's just there, but like people always think that in, we know that integration makes or breaks the deal. Ultimately, is there things as you progress that are like indicators for you early on that a company may be [00:19:30] easier to integrate or more likely to integrate?

Kison Patel: Well versus not?

Hilary Shirazi: What we try to do, that notion is if we have that really clear thesis document, then we do a lot of the collaboration and early pitching. As front loaded as possible. What that means is we explain to the founders why we want to bring them on board and what we're excited about, and we start with that high level pitch.

Hilary Shirazi: And I'm always surprised when I talk to founders, not in the context of notion, but just giving [00:20:00] advice to founders who are, oh, I'm in a process. And I said, why are they interested in you? And they, a lot of the times can't even describe it. And I said, well, that's your first problem is you have to figure out why does the company wanna acquire you and have they explained that?

Hilary Shirazi: So once we get aligned on that, then we ask the founders, we give them a couple days and say, come back and pitch to us what your roadmap is gonna be. So in six months, what are you gonna wanna have happen in 12 months? What are you gonna wanna launch?

Kison Patel: This is after [00:20:30] LOI though

Hilary Shirazi: this can be before LOI.

Kison Patel: Oh, interesting.

Kison Patel: Yeah. So you're challenging to think about what's things gonna look like if a deal gets done.

Hilary Shirazi: Yeah, and I would say this is also tough if the more you can do before LOI, the better because there's that alignment. If you're gonna get engaged, you're gonna wanna know that it's the right fit. That's what I say is, if you don't fully understand why we're bringing you on board and what we wanna build together, do you even wanna come here?

Hilary Shirazi: I try to turn it around on founders who maybe don't [00:21:00] want to give more information upfront. We pitch our vision, they pitch it back to us with more detail. And if you have that kind of just down the checklist, yes, yes, yes. You know that it's gonna be successful. When you have that, oh, I, you know, that timeline is too long, or that isn't exactly what we wanted to ship, that's when you start.

Hilary Shirazi: Questioning is this the right fit? But when you have that melding of the minds and that early phase pre LOI joint vision, it [00:21:30] makes everything else easier. Because on our side, they're really excited about getting these folks on board and on their side. They're really excited about making it happen and the rest of the details fall into place.

Kison Patel: I like this lot. Fire led m and A is about synchronizing diligence, integration. This is such a prime example to even do this before LOI, how would you frame it to the company? It's like, Hey, I kind of gave you a of where our vision is, but now I want you to expand on it. How do you frame that so it doesn't come off like, who the hell are these people think they are?

Hilary Shirazi: We also try to [00:22:00] front load bringing our founders in. So our CEO, our technical co-founder, they're in there pretty early. Our head of product. Yes, they're in there early. We show, hey, we have our highest folks are focused on this and care about this. So it's not just something, it's not a homework assignment we're asking you to do.

Hilary Shirazi: We're truly want to hear from you what you wanna do here, and it's not pitched as prove it to us. It's more you are setting up yourself for success. So we [00:22:30] will sign off on these plans and then you'll know exactly what you're gonna do here, day one. That helps founders imagine themselves creating this value together and getting them really excited about joining up and frankly accelerating whatever they've been building on already.

Kison Patel: What does that look like once you sign an LOI, you move into confirmatory diligence. Are the founders, are they literally creating an integration plan now, or, oh,

Hilary Shirazi: our founders or their

Kison Patel: The target.

Hilary Shirazi: Oh, the target. No, so we think about their plan [00:23:00] as,

Kison Patel: it's almost like an inter, we say integration thesis is,

Hilary Shirazi: yeah, you can move goalposts.

Hilary Shirazi: So they're goalposts and you don't have to have everything figured out, but you wanna know, okay, we're marching in this direction and so there's not a ton more detail that we require on that. What are we gonna ship when at that point we know what we need to go do the diligence? Because, for instance, if they say, in order to accomplish our 12 month roadmap, we actually [00:23:30] think we wanna pause building our current product and focus all our attention on building this integrated product.

Hilary Shirazi: We wouldn't go do a ton of. Diligence on helping merge infrastructures, for instance. We would really focus on what is that future vision. It really informs our diligence plan so that we know, okay, how much attention do we need to pay to all of the different aspects of a deal and just focus on the ones where we know that we're gonna have them build [00:24:00] towards on day one.

Kison Patel: I guess I was curious about what that looks like when you're going through this process, confirmatory diligence, and just almost like the synchronization between those founders looking to work through that, and then your team as well. Is that sort of collaborative?

Hilary Shirazi: Yeah. We try to minimize the number of people from our side that they're talking to.

Hilary Shirazi: I was on one deal at. A public company where the team we were acquiring was less than 50, and by the end we had 75 people [00:24:30] internally just working on the m and a. We had more people internally than at the company we were actually acquiring. And that can get overwhelming. That happens. So that's

Kison Patel: not how you blow up startups, just put more people in the head.

Hilary Shirazi: This was across all functions, accounting and IT and workplace and all that stuff. We don't want the founders that we're acquiring to see any of that. 'cause it's just all details. It's like we have a specialized person for every different work stream and they're a startup, so they have one person that does 20 of the things.[00:25:00]

Hilary Shirazi: So Corp Dev really tries to limit the number of people that founders have to coordinate with. That's in a best case scenario. And then you're funneling all of the requests. You're making sure that all the internal questions are getting. Compiled on the backend, and then you're going through and figuring out what actually needs to be asked.

Hilary Shirazi: I was working on one where we had a be a great benefits team, kudos to them, but they were really focused on figuring out what the gym membership [00:25:30] of the target startup was so that we could maintain parody of benefits. And we just finally said enough, they don't have a gym membership plan because they're a startup.

Hilary Shirazi: And so, you know, we can kind of just ignore that. So we try to not push back on our own side, but make sure that the right questions are getting filtered. So quarterbacking that process

Kison Patel: is integration. What does that look like structurally in our company? Is it a team? Is it within Corp Dev?

Hilary Shirazi: Most of the places I've worked don't have a completely separate integration [00:26:00] function.

Hilary Shirazi: So at LinkedIn we had. One person on the people side who is fully dedicated to m and a. Integration people's the most important thing. Yep. But otherwise, corporate development also acted as internal integration. So that meant the people who worked on the deal pivoted to then own integration after the fact.

Hilary Shirazi: And there was actually no transition because we had developed the integration plan prior to term sheet. And we do that at Notion as well. We can just follow [00:26:30] through. And then the kind of integration function at the company are different cross-functional leaders who have been identified as people who can really help guide the process internally.

Hilary Shirazi: And what that's looked like at larger companies is it becomes this role that's a rotational program where you're, you know, a full-time technical accounting person, but if an m and A comes up, you then pivot to work on that technical accounting piece and. After mastering that you [00:27:00] get promoted. So it's pitched as if you can carve out time in your cross-functional role to help with the integration, that's a step up.

Hilary Shirazi: That's one way to get people to help with integration internally.

Kison Patel: Get them to do the dirty work.

Hilary Shirazi: Yeah, the fun stuff.

Kison Patel: Maybe if you're like, really type A I look at some of these and there's no way, not for me, the integration plan, it's interesting that you have a version of it at Term Sheet. How detailed is it?

Kison Patel: Because you kind of mentioned like the founder comes in, it's just, but like what is, [00:27:30] how detailed is that? Actually,

Hilary Shirazi: it's as detailed as we can make it without assigning too much process. So you always wanna be flexible, but it's, it goes back to that having goalposts. So a lot of the time if we're not sure how we want something to end up, we say by this period of time we want to run these AB tests to figure out what we actually wanna do here.

Hilary Shirazi: But we know what we wanna figure out. We don't have to have it figured out, but we know. What we wanna do by what period of [00:28:00] time, so we can march towards that. So for instance, when I was at LinkedIn and we acquired linda.com, we didn't necessarily know how we wanted to divide the consumer business from the sales business and what parts we wanted to integrate.

Hilary Shirazi: We ran really lightweight ab tests to see what do we wanna change. So before we made any big decisions, we had that informed data and we could bring that to the execs. We did periodic check-ins and said, here's what we found, here's what we're gonna do. And then would [00:28:30] have it sign off. You don't know everything from the start, but you time box.

Hilary Shirazi: Okay, when are we gonna have this figured out? When are we gonna have this figured out? And you kind of keep

Kison Patel: it flexible. There's a point where you have a timeline of at least some

Hilary Shirazi: Yeah. Ideas

Kison Patel: of where we wanna get the, yeah.

Hilary Shirazi: So for instance, you can say, in a year we wanna have this product shipped with Cron, which became Notion Calendar.

Hilary Shirazi: We had a rough idea of. We wanna keep their product running it. It's a beautiful product, it had users, but we need to integrate it [00:29:00] into Notion to get that beautiful collaborative workspace benefit. We said, okay, this time period, let's do a rebrand and let's make sure it gets rolled out to all the Notion users.

Hilary Shirazi: And so you pick that as your North Star. So everyone's really working towards that.

Kison Patel: I like that example. So Kron was the calendar app? Yep. And then you acquired this business? Mm-hmm. They already had a customer base. Yep. Did you just day one, we're now part of Notion?

Hilary Shirazi: No. So we did announce that they were part of Notion.

Hilary Shirazi: Right?

Kison Patel: [00:29:30] Didn't,

Hilary Shirazi: right after the exit, we didn't rebrand it, so we kept Theron logo, we kept Theron domain. And then about a year after acquisition, we flipped a switch. We rebranded to Notion Calendar, and we did a big push across our entire user base saying, now you can use this notion calendar for a lot of people it was new.

Hilary Shirazi: There's always the users that said, oh, I used Notion Calendar back when it was chron. So they know that there was that period.

Kison Patel: Then it became part of the platform. Mm-hmm. Because you really did a actual [00:30:00] integration.

Hilary Shirazi: Yep. So now we have a Notion calendar team that's been expanded since we, it was three employees when we acquired them, and now the calendar team is, it's much bigger.

Kison Patel: What's like the thinking, because that's always a interesting one when you know this, obviously product was sold as a standalone, but then you bring it as a platform. Is it some part of the suite? Does it become an add-on?

Hilary Shirazi: Yeah, that's another thing. We think about the go-to market plan. It might be a good time to talk about the kind of four different types of m and a.

Hilary Shirazi: The market [00:30:30] plan differs across those four, so it's something we call the four tees, which is talent, tech, traction, and terrain. And those four tees represent a different kind of acquisition. Talent is the smallest, so you're only bringing on the fo. That's what people talk about when they talk about Acquihire.

Hilary Shirazi: So then you're not even bringing the product on, you're just bringing on a team that builds whatever they've been building on your platform, and then it's tech, and that's when you're acquiring the IP or a product [00:31:00] that really helps you get accelerate time to market. So Calendar was a really good example of that where we knew we wanted to offer a calendar product and buying a calendar company, keeping it running and then rebranding.

Hilary Shirazi: It was an immediate way to do that. At that point, you do wanna think about, are we going to directly monetize? To your point, how are you thinking about bringing it to market? Is it an add-on? Is it for retention across all companies? That's part of the integration plan. Part of what is success? Is it bringing new [00:31:30] users in the door?

Hilary Shirazi: Is it a new skew? Generally for tech, it's a product feature that you're adding, so you're not expecting some sort of new monetary value. The third key traction is where I see new go-to market strategies come into play. And traction in my mind is basically acquiring customers or revenue that open up a strategic adjacency.

Hilary Shirazi: That's where you're not, you're bringing in the whole company, not just the tech, not just the product, but you're [00:32:00] keeping it running. Maybe you're adding it to your sales team, maybe you're putting it on your pricing page. But traction deals are really where you're saying, okay, this is something I wanna monetize.

Hilary Shirazi: And I would say we're not doing that yet here. And we did some math when I was at LinkedIn on when is the right time to start doing traction deals? And we basically saw, and again, this was 10 years ago, but we saw that when a company reached or headline of sight to a billion of core a RR didn't have to [00:32:30] be at a billion of a R, but a billion of core a RR, that's when you should start doing those bigger traction deals.

Hilary Shirazi: When you hear traction. That's to use an old school example, Google buying YouTube. YouTube had traction. Facebook buying Instagram, like Instagram had traction. So what are you bringing on? And you're gonna leave independent. So like LinkedIn's example is LinkedIn buying Linda, we kept it as a standalone business and kept selling it.

Hilary Shirazi: That is when you're really thinking about what is our revenue targets for this. And then the final tee is terrain, which is [00:33:00] something only the really large companies do, which is like a 10 year bet. So again, old school example, but Facebook buying Oculus, like what is a place that we know we wanna be in 10 years?

Hilary Shirazi: And only pretty big companies can really be thinking about that and spending tons of money in that category. So talent, tech, traction, terrain. Each one of those has a different set of, I would say like diligence, questions, success metrics. And smaller companies or even bigger companies that are just starting out should acquire in that [00:33:30] order to build the muscle of.

Hilary Shirazi: How do we make m and a successful and work their way up?

Kison Patel: Yeah. I love the way of thinking about this. So talent is basically people only tech is IP or product traction. You're thinking of a new go to market and really thinking revenue synergies, and then your terrain is basically a new platform and when you're really getting away from the core.

Hilary Shirazi: Exactly.

Kison Patel: Awesome. When you have that fit, then you, that sort of shapes how you approach the deal. Yep. And then you can clarify that with the team. This is why we're doing the deal. Mm-hmm. This is what that means. And [00:34:00] then you start answering those questions. Right. I want to go back on the integration IMO and integration management office.

Kison Patel: Traditionally a lot of big corp around here, the ally will have an IMO set up and they will hand off the integration responsibilities. Corp dev will hand it off to Immo. Mm-hmm. And they'll run it. They'll execute a hundred day plan or depending on the deal. Right. It could be a big one and then it takes longer and then they eventually hand it off to the business.

Kison Patel: You don't do that.

Hilary Shirazi: No. I do wonder if part of that is just being at. Kinda always [00:34:30] smaller company. I'll put in quotes. When I joined LinkedIn, it was about 3000 people. By the time I left, it was about 13,000, 14,000. If you don't count Microsoft, you can still manage without an IMO if you're doing four to five acquisitions a year that are not super complex and traction heavy as it were.

Hilary Shirazi: I also think the reason that a lot of integration fails is either the plan wasn't right the first [00:35:00] time, or it's not understood and followed properly on the back end. The more connective tissue you can have between the people that worked on the deal thesis and brought it to life can also then shepherd it into fruition and reality on the backend.

Hilary Shirazi: What that has looked like in the integration functions where I've been is the deal lead will literally pivot to. Making the deal a success, which I think is the same [00:35:30] thing a lot of integration teams do, but it's just that person that worked on the deal is then also pivoting their set of skills. I think a lot of the times corp dev folks, and I'll screen for this, are like, I just wanna do the glamorous deals and the deal work and then ignore what comes next.

Hilary Shirazi: But I'll do that unglamorous going around with a clipboard. I remember one, we went around to all the acquired engineers and said, what kind of Mac do you want? Super tactical stuff, just to make sure that people are landing and feeling [00:36:00] like, this is my home. I wanna work here. I wanna make it successful, because they haven't had that discourse like the founders have.

Hilary Shirazi: So you really wanna go and make sure that every single person, to the extent possible, and again, this is why maybe bigger companies doing bigger deals need a whole integration team to make that a reality. But we did that kind of all on her own. At LinkedIn, at Pinterest, I did hire a head of integration.

Hilary Shirazi: She reported to me, she was sitting. In the room with the deal lead from day one, [00:36:30] getting to know the founders, developing that integration plan. So even though it had a separate name, they weren't separate from the team at all and they were shoulder to shoulder and they were someone who had come from within the company.

Hilary Shirazi: They knew how all the people functions work and could make that really clean transition from here's why we're doing the deal to here's how to make this success. 'cause I know exactly how this company runs. I can seamlessly bring it together.

Kison Patel: They're long for the ride. Yeah. With everything [00:37:00] in diligence,

Hilary Shirazi: I'm a little bit biased and having integration just be hand in hand with corp dev, if not the same.

Hilary Shirazi: But then again, once you get to those super duper large acquisitions, that process probably breaks and you need to. Right. So no shade on on that? No.

Kison Patel: Yeah, that's fair. That's fair. I had a good conversation with a friend who was an integration leader about this. 'cause he did both. He did it with. An IMO without the IMO, he's, it was much better without the IMO because it just, you didn't have a necessary handoffs.

Kison Patel: Right. Straight to the business. In this sense. [00:37:30] It's like you, you have corp dev that sort of takes more of that accountability. Yeah. Around orchestrating the integration. Then the business is really in there involved to

Hilary Shirazi: Exactly.

Kison Patel: Pick things up and get it done.

Hilary Shirazi: Yeah.

Kison Patel: Pretty cool. Anybody that's in IMO wanna debate this, feel free to reach.

Kison Patel: Reach out Hillary and I'll hop on a live webinar. That's good idea for our next one. Absolutely. I gotta ask you, when you see integrations go off track.

Hilary Shirazi: Oh yeah.

Kison Patel: Why?

Hilary Shirazi: I would say integrations go off track [00:38:00] for a few reasons. Sometimes there is no plan and you would be surprised at how many times the plan is super high level at hand.

Hilary Shirazi: Wavy, I've seen this firsthand. I've heard horror stories, but someone is really pounding the table and they have a specific reason that they want the deal to go through. And they're willing to ignore the other questions in order to accomplish this one thing. What happens [00:38:30] is you ignore all the downsides and risks.

Hilary Shirazi: That might mean that you can't even accomplish that one thing once you buy the company. Not having a plan is definitely the number one way for an integration to fail. Fail. Surprising that it happens, but it does. Another is no clear deal sponsor, so if it's unclear on who's gonna own it after the fact, because you really want that person to pound the table for this kind of external organism that you're absorbing, it's not smooth.

Hilary Shirazi: You need someone [00:39:00] internally who's respected, who's stable, who has the trust of the exec team to just manage that company through the process. I've seen also where a deal sponsor happens to leave after the fact. They lose that. I've seen deals where the strategy changes after the acquisition happens. So you can have the clearest strategy in the world, but sometimes there's turnover at the top and that changes.

Hilary Shirazi: And then the company is there and they pivot and it can still be fine, [00:39:30] be fine. I've also seen a horror story where the acquired company was on AWS and everyone hands over all their credentials, but then we wanted to change the credit card on the AWS account, and the person that had the login details from our side had not added it to, you know, a one password and was on some leave where we couldn't reach out to them.

Hilary Shirazi: So we tried to add the new credit card and we couldn't, 'cause we didn't have the admin password. And so literally the acquired [00:40:00] company's site went down for three days. We were like, we wanna give you the payment method. And they're like, you're not the admin. So that was probably one of the. Luckily in the end, everything was okay, but that was definitely a wow, an integration gone wrong.

Hilary Shirazi: So now I'm very on top of all the credentials, which again, not glamorous, but one of those, one of those details that you really need to manage.

Kison Patel: Are you sure someone's paying an electric bill? Yeah,

Hilary Shirazi: exactly. Is there a working credit card on all of the accounts?

Kison Patel: Wow. These are great examples of what [00:40:30] goes wrong.

Kison Patel: We talked through most of the lifecycle. We kinda talked about the strategy, how it shapes, how you due diligence, but really put integration thinking in the forefront and get to execution, get the team members involved and collaborating and directly Tech is a big piece. It's a lot of people out there still using Excel.

Kison Patel: I gotta ask as unbiased way as possible, as the founder of a tech company that supports executing m and a. I know you use Notion. Yes. Which I'm a big fan of, dog Fooding. I agree. I would love to hear about the value add because [00:41:00] I feel like just having a place to collaborate, single source of truth, and I feel like you've achieved it.

Kison Patel: I wanted to hear about like how you use Notion to do m and a. Yeah, and I can tell you we use Notion in our company, amazing Room uses Notion. It supports a lot of it. It reminds me, I actually gotta update my little CEO corner section in there. I'll do that after the interview.

Hilary Shirazi: That's great to hear. I will say, being at Notion and using Notion to run Corp Dev, it's very meta, but it's amazing because the thing I struggled with most across all of [00:41:30] the corp dev teams that I've worked on is we use so many different tools.

Hilary Shirazi: There's a prospecting tool, you use A CRM, there's a deal checklist. You have to build alignment documents and because you can do all those things in Notion, you can use it as a CRM, you can use it as your team work hub, present your deal thesis. You can use it as a project management tool. You can do all the work in one place.

Hilary Shirazi: The way we have it set up is we have our internal [00:42:00] CRM in notion and each. Company we talk to has a card, a page, basically, and everything gets built off of that. So every company has its own status. And then every time we have a meeting, we put the notes right there. And then once you actually start getting active, we can drop in templates that we've created for a template for the team, a template for the process, a template for the thesis document.

Hilary Shirazi: We've basically built up a template [00:42:30] for everything that we need to do, and we can hone it inside the card to keep everything organized and also manage permissions. So it's pretty neat to have all of that. I've kind of laugh because I'm part of a corporate development Slack group where someone said, Hey, what's your tech stack?

Hilary Shirazi: What do you use? And everyone had. 12 different pieces of software and I was like, we use, we use Notion, we

Kison Patel: use it for everything. For pipeline diligence, integration.

Hilary Shirazi: What we don't use it for is data, company data. If you think about Crunchbase or PitchBook, obviously we [00:43:00] don't have Yep. Company data, but for any tools, kinda like software tools, that's been replaced with Notion.

Kison Patel: But if you do your search in PitchBook or those products and shortlist it, would you put that shortlist in?

Hilary Shirazi: In notion? In Notion, yeah. Just,

Kison Patel: yeah. Okay. So yeah, you'll do that. You'll everybody does that. Yeah. You use some database for the private company data. Mm-hmm. And then get safe.

Hilary Shirazi: Yeah.

Kison Patel: And then the counterparty, you'll go back and forth in diligence with them and

Hilary Shirazi: we will use wherever they like to upload their docs.

Hilary Shirazi: If they wanna [00:43:30] email to us, we'll do a shared notion. If they email 'em, we'll drop 'em in that, or we can do a shared notion outside the Notion Workspace. It's actually nice to see. You can tell now what founders are aligned, where they'll send us an email and in the footer it'll say, sent with Notion Mail.

Hilary Shirazi: So you can tell who uses Notion on a day-to-day basis and that's a good sign that will be a fit. Same with Notion Calendar. And if we say, Hey, what's your pitch? We talked about building that day, zero, six month, 12 month plan. Now [00:44:00] most founders do it in Notion and they'll send it to us. In the shared notion doc, it's this seamless kind of collaboration experience.

Kison Patel: I've seen it firsthand, the flexibility, the templating I've seen, I was actually impressed 'cause I went just poke around. The marketing team does. So I didn't realize this podcast, the whole backend of it is on notion everything, every step of the production, the guests that we're hunting down, everything's all in notion.

Hilary Shirazi: That's awesome. That's awesome to hear. And actually, I've demoed my corp dev setup for [00:44:30] other corp dev teams because speaking of startups, a lot of startups use Notion. So when they get acquired. Their acquirer will usually try to get them to cut software, and a lot of the times they'll kick and scream and say, I don't wanna give up my notion.

Hilary Shirazi: And so I'll say, well, if you wanna use it, here's how I use it. And try to pitch corp dev teams to adopt it internally to help create the case, to keep it, instead of having them spin up on another tool.

Kison Patel: So for the old school people out there on Excel, what's the pitch and the value [00:45:00] of having everything in one place?

Hilary Shirazi: You don't have to search for anything and it's all there. And maybe we can get into ai, but with everything in one place, I literally just go ask ai. For instance, someone came to me internally and said, Hey, what mobile companies have we talked to? We might be interested in mobile. I went into Notion AI and I said, what mobile companies have I talked to?

Hilary Shirazi: And it literally pulled up the seven recent conversations I'd had with companies. And [00:45:30] that's not just in the name, it's searched, my notes, it's searched the website. It said, Hey. Here's five companies you know that are mobile and these two might be because you said this in the notes, it's just there. You don't have to tag it necessarily.

Hilary Shirazi: The way you used to have to tag things and having it all in one place makes that part seamless and just everything in one place, the notes, the pitch docs, the project plan, it all links back together. You do have to spend some time setting it up. I think the reason a lot of people [00:46:00] try notion and give up is it seems too complicated.

Hilary Shirazi: So it, it takes some effort, but then once you set it up in the right way, it can really make the deal process a lot

Kison Patel: easier. Yes. A lot of efficiencies sounds like.

Hilary Shirazi: But definitely pitch m and a science

Kison Patel: too. I know. That's a whole contact sales. They're gonna, they might reach out to you. That's, that's usually how it works.

Kison Patel: Yeah. Yeah. Yeah. Couple months after you're on the podcast, uh, somebody at deal room sales will reach out. I'd

Hilary Shirazi: love to see it. Maybe gimme more ideas for ways to set up notion better.

Kison Patel: It's [00:46:30] interesting when you work with a really large corp dev team and their different functions have standardized on different project management tools.

Kison Patel: Oh yeah. I feel like that's like, we're really good at connecting diligence integration, but at a high level. Yeah. But then when it turns into a plan that actually expands, okay, we gotta migrate of Spot team to Salesforce, then it turns into like 50 other tasks.

Hilary Shirazi: Yeah. Yep.

Kison Patel: Then it makes sense to like plug it right into Notion.

Kison Patel: Yeah. Or any, yeah.

Hilary Shirazi: And we're building those plugins, so hopefully you can still, people can use different tools and

Kison Patel: that's what we do. Still do that. [00:47:00] We'll plug it, we'll plug it in and get 'em both together. Yeah. The data room environment and then boom. Yeah. We'll do

Hilary Shirazi: a partnership.

Kison Patel: There you go. It started right here.

Kison Patel: The ai.

Hilary Shirazi: Yeah.

Kison Patel: I was really impressed with how Fast Notion adopted ai. It was insane. Just 'cause I know the organization isn't like super small. We're a small company, we're 50 people, and for us to do stuff, it's Oh, cool. Literally they don't have a choice because I'm barking at them. But for a notion to do at scale and just, it's matured really quickly.

Kison Patel: Like I, I, well, I'm curious about that [00:47:30] part of, yeah. Hey, here's like a company to move at speed, keep up with ai. But then as you think about the m and a and like just, I'm struggling with it, just an AI for m and a. Mm-hmm. Like, there's literally a hundred companies right now that are trying to automate every little piece, use ai, and to be honest, a lot of 'em are struggling with traction.

Kison Patel: Mm-hmm. Just because, you know, you need a lot of data to, to really make some progress here.

Hilary Shirazi: Right.

Kison Patel: How do you, you sort of look at it both organically and inorganically.

Hilary Shirazi: It's nice that you're pushing it top down at your company. It's [00:48:00] similar to Notion our founders. A early view of GBT 3.5. I believe the is the one that got released in November, 2022 and the entire company was on a retreat in Cancun and they saw the pre-release locked themselves in a hotel room and spent the next five days jamming on what can notion be with ai.

Kison Patel: Wow.

Hilary Shirazi: We were, I would say, one of the first at scale [00:48:30] SaaS companies to launch a product in GA was February of 2023 and started charging for it. And it was mostly individual users picking it up and trying it since we've shifted to more enterprises using it. But it was that kind of top down understanding of what AI can do for the company.

Hilary Shirazi: Much less corp dev, but for the product. We've since launched a bunch of different ai. We have AI writer database autofill. Search [00:49:00] across different connectors as we were talking about, and we have an AI agent that has been silently released. We're doing a big push on that in a few weeks. That's kind of the next iteration of how can I have AI use notion to do my work for me?

Hilary Shirazi: So it's not necessarily SaaS is going away, it's we're taking a piece out of that labor, like we're having AI do the work for you in your software that already exists, and we're fortunate to be [00:49:30] in a position where we're not these research labs competing for the bleeding edge AI researchers, as you've seen, a hundred million dollar packages.

Hilary Shirazi: Thankfully, we're building on top of all of these great models like OpenAI and philanthropic and iterating super quickly where something we tried six months ago it didn't work now works today with kind of the newest iteration of name your model. That's been really exciting. Pivoting to corporate development, [00:50:00] we've tried to automate as much as possible with ai and that's allowed us to stay small.

Hilary Shirazi: We're a team of two and corporate development. In addition to sourcing deals, we also do what I'll call like competitive intelligence, just tracking what's in the news. We use AI for that. Summarize it every week. Quarterly earnings of companies that we look up to or consider competitors. We'll just drop the earnings reports into Notion AI and it knows how we wanna divide it up and what's in our report, [00:50:30] and we can just ship that to the company.

Hilary Shirazi: It's been really exciting to see how AI is also shaping how you can. Do more as a corporate development person at your company.

Kison Patel: I like that they're using AI to track the market. Yeah. The way you keep tabs on all these AI companies, you use AI to keep tabs on all the different AI companies. Yes,

Hilary Shirazi: yes. It's very recursive.

Hilary Shirazi: It was also thinking back to that time AI's coming out, do we need to go buy a bunch of AI companies to be at the forefront? Our recent acquihires have all been in the AI space. Every [00:51:00] single founder that we've acquired has been put against our AI efforts, and it's been amazing because they iterate so quickly and have that like scrappy founder mindset, which you need in this world of models changing every two minutes.

Hilary Shirazi: That has also been helpful for us, even though Notion wasn't originally thought of as an AI company. We're one of three AI companies on the Forbes AI 50 list that are not AI native quote unquote. They're founded pre what I'll call the AI [00:51:30] generation, and now we're seeing it become a huge part of our

Kison Patel: product.

Kison Patel: So you've done talent acquisitions for ai? Yes. I was gonna say because tech is fricking expensive. Yes. If, uh, you know, they've raised it 2050 x multiplier.

Hilary Shirazi: Yeah. It was definitely tough for a while when the initial funding wave came out and no one was interested in selling. And I think two things, valuations were so high that a lot of companies didn't find that traction.

Hilary Shirazi: And then also we've proven ourselves as an AI company, our brand in the [00:52:00] space is stronger now as a place folks who wanna build AI for. An at scale user base can do that. And the way that our product is architected as building blocks, that's how we talk about notion as Lego blocks. It's all code and AI uses code and so you can literally use AI to do soon, almost anything.

Kison Patel: Looking forward to it. It's like moving fast. So yeah, you gotta hang on, keep up. I dunno if it's a, hang on. It's like you gotta run faster to keep up. [00:52:30]

Hilary Shirazi: All of the above.

Kison Patel: Any parting advice for corp dev leaders that are looking to scale an m and a function in a growth environment?

Hilary Shirazi: Yeah, I would say if you already know the basics of m and a and know how to run a process, it's truly about getting to know your counterparts of the company, the key stakeholders.

Hilary Shirazi: What are their fears, what are their concerns, or maybe they're too eager and you have to talk them back, but get to know each person and what makes them tick [00:53:00] so that you can best position yourself as an acquirer and. As a home for that acquired company to be successful. It's funny people say it's all about the people.

Hilary Shirazi: It's about the people that you acquire and it's about the people internally. Yeah, I was just

Kison Patel: thinking about that. It's like both sides, and it's like really understanding the psychology on both ends. It's tricky.

Hilary Shirazi: Yeah,

Kison Patel: it's tricky. And

Hilary Shirazi: knowing who's the best engineering leader to go do the technical diligence because not everyone has that same level of depth that they need to get [00:53:30] to, and some people know the right questions to ask.

Hilary Shirazi: You have to know enough to be dangerous as a corp dev person, but then you go find the people that can do the deep technical diligence that you need. Other advice, try to keep it small. Going back to this AI piece, see how much you can do with ai. It's not necessarily trying all the tools, although definitely if anyone has, maybe leave it in the comments.

Hilary Shirazi: If anyone has really good AI tools they're using to source or to even do deals.

Kison Patel: One of the things that I found fascinating is that you're really [00:54:00] active with the corporate development community. You've helped organize different initiatives out here in the Bay Area and other things. Can you tell me a little bit more about that?

Hilary Shirazi: Yeah. I organized what is now a Slack channel called Corp Dev Breakfast, which is kind of a funny name, but it all started back in 2016 when I was again at LinkedIn. I was taking a friend from Uber Corp Dev to breakfast at at the office and ran into one of my colleagues who was taking his friend from Uber Corp Dev to breakfast.

Hilary Shirazi: We joined forces and [00:54:30] just talked about on high level basis, what were we seeing, what were we struggling with, and we walked away from that breakfast thinking that was so helpful. I wish we did this more. There's no community for corp dev folks to share best practices. So every quarter we started organizing breakfasts for people to get together and it kind of grew organically to the point where about a month before COVID.

Hilary Shirazi: One of my friends at Google Corp Dev hosted the group and it was just too big. It was like 50 people showed [00:55:00] up and we realized this is not gonna work. And then COVID hit and we didn't have the breakfast anymore and someone said, I really miss this community. How can we keep it going? That's when we spun up the Slack group.

Hilary Shirazi: Now it's about 250 people and it's global because, oh wow. It's not limited just to the Bay Area tech companies, which is really nice. And the only requirements are that you do, you have corp dev in your, in your bio and you use a work email. So people will post questions in the general channel. [00:55:30] They'll post jobs that they're hiring for, or the post resumes of folks that are looking for jobs in Corp Dev.

Hilary Shirazi: It's a nice, safe place for people to feel like they have a community amongst. The different companies who, some of them may be competitors, but it's like we're all trying to help each other out.

Kison Patel: So all the people that reach out to me looking for jobs or hiring, I should just send, yeah, I'll post it. I'm gonna send them to you.

Kison Patel: That's really good. I love hearing about it. 'cause it's something that I've noticed even with this podcast, that there's a community, maybe we gotta collaborate on an [00:56:00] event. Actually. Yeah. The friends at Snowflake, they got a great space over there that we could use. Okay.

Hilary Shirazi: All, all 'em up.

Kison Patel: We like doing it.

Kison Patel: They having just a pure group. I think even as a early CEO founder, I used to do this in Chicago. We had these FinTech, CEO round table, that's where we got the idea for the format that we currently do. Just six to 10 on a table round, do intros the next time round. What's the biggest challenge you currently face?

Kison Patel: And everybody weighs in on it. So now we just do that scale. We get 50 people, we break in little pods of six or seven folks and just do that same format. That's

Hilary Shirazi: awesome.

Kison Patel: But uh, yeah, but that's the same thing. It's like the most valuable thing is just getting that peer network and [00:56:30] then you just got friends like, Hey, I need your help.

Kison Patel: Yeah,

Hilary Shirazi: yeah, yeah. Off the record.

Kison Patel: Yeah. Let me tell you about the situation or I got this weird thing I'm trying to negotiate. Yeah. And then I tell you, even. Really early of what we're trying to look at in, in terms of thinking about m and a for a small company. It's so helpful. Yeah, it's so helpful. Yeah.

Hilary Shirazi: The universe of problems is actually at the end of the day, quite small.

Hilary Shirazi: And if enough people are in the room, they've all seen the same problem and can empathize or at least provide guidance.

Kison Patel: Best thing you do for a career is let's just [00:57:00] podcast and get involved with a, a group of your peers. Yeah. So I gotta ask you, what's the craziest thing you've seen in MA?

Hilary Shirazi: One of the craziest things that I saw was when A CEO didn't come along with the company, and it turned out after the fact that they had convinced everyone to, to sign and join by just making up imaginary outcomes for the employees, which required a lot of footwork on the backend.

Hilary Shirazi: But this goes back to your question earlier, when have you seen [00:57:30] integration go wrong? Go off the rails. It's when you don't bring on that leader. 'cause you don't know what the leader then told the team to get them to come on board.

Kison Patel: So does they have to sign like retention letters or offer letters, kind

Hilary Shirazi: of like, oh, you'll have pots of golden rainbows and if you do this and because the person you're talking to is generally the founder, you don't have insight into what they're telling their team.

Hilary Shirazi: So that was pretty crazy. That was a crazy thing in m and a that that I personally experienced.

Kison Patel: That is pretty wild. Yeah, because yeah, you're on your [00:58:00] way out. That's not good. That's so shady. Yeah,

Hilary Shirazi: I've seen some funny stuff on Twitter, not that I've been a part of, but founders going off on their process on Twitter.

Hilary Shirazi: So if I find any good threads, I'll share those, but that'd be, that'd be fun. Yeah,

Kison Patel: we gotta start our own like m and a lunatics thread on on Reddit. I like that. I have some good ones. That'll be good. Yeah, put it all anonymous. Hillary, this has been great. I really appreciate taking a break from doing deals to have a conversation with me and helping me become a better MA scientist.

Hilary Shirazi: Yeah, it's great to talk about it, and it was great to have you here at [00:58:30] Notion, and hopefully we can do it again. Thank you so much.

Kison Patel: If you were listening to this all the way to the end of the podcast. I salute you, the fellow m and a brothers and sisters out there. It's take some real dedication to listen long form content like this.

Kison Patel: I love to hear from you. Connect with me on LinkedIn. Love getting the feedback, different ideas for topics we haven't covered, and the criticism. I'm used to that. So I'll take it, learn from it. So next time, here's to the deal.[00:59:00]

Kison Patel: Thank you for taking the time to explore the world of m and a with our podcast. We love hearing feedback. Tag us on a LinkedIn post, add a review on Apple Podcast. We'd love to hear from you. If you need help standing up an m and a function or optimizing one that you already have. We're here to help, and if we can't help you, we probably know someone that can.

Kison Patel: [00:59:30] You can reach out to me by email Kisan, K-I-S-O-N, at ma science.com, or you can text me directly at 3 1 2 8 5 7 3 7 1 1. If you just want to keep learning at your own pace, visit ma science.com for a lot more content and resources. That's where you can also subscribe to our newsletter. Again, that's ma science.com.

Kison Patel: Here's to the deal.[01:00:00]

Kison Patel: Views and opinions expressed on m and a science reflect only those individuals and do not reflect the views of any company or entity mentioned or affiliated with any individual. This podcast is purely educational and is not intended to serve as a basis for any investment or financial decisions

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