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"I received a LinkedIn message at 11pm from someone I didn't know. It read: 'We are Japanese conglomerate X and we'd like to discuss acquiring your company.' I thought it was spam."
14 months later, Pham Thu Huong — serving as advisor — stood in Tokyo watching that founder sign a $47M contract. This is the story from inside that process.
The Phases of an M&A Process
Phase 1 — NDA and initial discussion (2 months): Video calls, sharing basic financials, aligning on cultural fit and strategic rationale. "Japanese partners need time to build trust before discussing money." Phase 2 — Term sheet and LOI (3 months): Negotiating deal structure: cash vs. earnout, retention packages, post-acquisition governance. Phase 3 — Due diligence (6 months): The hardest phase. Everything gets checked: financials, legal, IP, customer contracts, employee agreements. "They discovered we'd forgotten to re-sign an IP assignment with a former employee. That almost killed the deal." Phase 4 — Closing (3 months): Final negotiation, regulatory approvals, fund transfer. "The day before signing, there were still 3 unresolved points. Both sides' legal teams worked until 3am."
“M&A isn't the finish line — it's the beginning of a new chapter. The hardest part isn't the deal, it's integrating afterward while preserving the team's spirit.”