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ma-playbook

M&A strategy for acquiring companies or being acquired. Due diligence, valuation, integration, and deal structure frameworks.

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SebastianLuser/claude-code-arcane3 stars(GitHub 3 + cccskills 0)

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  • SKILL.md2.6 KB
  • references/due-diligence-checklist.md4.8 KB
  • references/integration-playbook.md5.6 KB

SKILL.md (original)

Review the instructions the agent will receive before you install.

M&A Playbook

Frameworks for both sides of M&A: acquiring companies and being acquired.

When You're Acquiring

Strategic Rationale (answer before anything else)

  • Buy vs Build: Can you build this faster/cheaper? If yes, don't acquire.
  • Acqui-hire vs Product vs Market: What are you really buying?
  • Integration complexity: How hard is it to merge into your company?

Due Diligence Checklist

DomainKey QuestionsRed Flags
FinancialRevenue quality, concentration, burn rate>30% revenue from 1 customer
TechnicalCode quality, tech debt, architecture fitMonolith with no tests
LegalIP ownership, litigation, contractsKey IP owned by individuals
PeopleKey person risk, culture fit, retentionFounders have no lockup/earnout
MarketMarket position, competitive threatsDeclining market share

Valuation Approaches

  • Revenue multiple: 2-15x ARR for SaaS (industry-dependent)
  • Comparable transactions: What similar companies sold for
  • Acqui-hire: $1-3M per engineer in hot markets

When You're Being Acquired

Preparation (6-12 months before)

  1. Clean up financials
  2. Document all IP and contracts
  3. Reduce customer concentration
  4. Lock up key employees
  5. Build the data room
  6. Engage an M&A advisor

Negotiation Points

TermWhat to Watch
ValuationEarnout traps (unreachable targets)
EarnoutMilestone definitions, measurement period
LockupDuration, conditions
Employee retentionWho gets offers, at what terms

Red Flags (Both Sides)

  • No clear strategic rationale beyond "it's a good deal"
  • Culture clash visible during DD and ignored
  • Key people not locked in before close
  • Integration plan doesn't exist

Integration with C-Suite Roles

RoleContribution
CEOStrategic rationale, negotiation lead
CFOValuation, deal structure, financing
CTOTechnical due diligence, integration architecture
CHROPeople due diligence, retention planning
COOIntegration execution, process merge

Resources

  • references/integration-playbook.md — 100-day post-acquisition integration plan
  • references/due-diligence-checklist.md — comprehensive DD checklist by domain

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