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The Game Plan for M&A - PE & Mortgage Lending

What's the trend or expectation of M&A in our sector this year? What are some of the key value optimization principles to concentrate on during the integration?

In the mortgage lending segment, there has been a trend of consolidation, with larger players acquiring smaller ones to increase market share and gain efficiencies. Additionally, technology has been a key driver of M&A activity in the mortgage lending segment, with companies seeking to acquire or partner with Fintech firms to improve their digital capabilities and customer experience.

Environmental, social, and governance (ESG) considerations are becoming increasingly important in M&A deals as well, with investors and regulators putting pressure on companies to address issues such as climate change, diversity and inclusion, and labor practices.

Too often, execution of M&A is performed by loosely connected functional groups that operate with a limited view of the deal’s scope, combined with a high volume of data and limited communication. So it’s not surprising that the success rate of strategy execution is incredibly low: Our partner, DelMorgan & Co, have seen over 80 percent of strategies fail due to faulty assumptions and execution.

Successful strategy execution—especially in M&A— is made more challenging by the operational structure that companies need to remain competitive in today’s market environment. Because companies must function via highly integrated processes and systems in order to achieve their desired operating efficiency, executing a separation of these highly integrated components requires thorough planning and sensitive management.

When we have been engaged to help our M. Allen clientele with integration and acquisition related work, namely in the PE sector, we stress or focus resources against some of the following macro-level key areas:

1. Financial Due Diligence - Review the mortgage lender's financial statements for the past three years - Conduct a review of the mortgage lender's accounting policies and procedures - Review any significant accounting or financial issues that have been identified by the mortgage lender's auditors - Identify any potential financial risks or liabilities that could impact the value of the mortgage lender 2. Legal Due Diligence

- Review all legal agreements and contracts, including loan agreements, vendor contracts, and leases - Identify any potential legal risks or liabilities, including pending litigation or regulatory issues - Review the mortgage lender's compliance with all applicable laws and regulations 3. Operational Due Diligence - Review the mortgage lender's operational processes and procedures - Identify any operational risks or inefficiencies that could impact the value of the mortgage lender - Review the mortgage lender's IT systems and infrastructure, including security and data privacy protocols 4. Human Resources Due Diligence - Review the mortgage lender's HR policies and procedures, including compensation and benefits - Identify any potential HR risks or liabilities, such as pending employee grievances or lawsuits - Review the mortgage lender's talent management processes and identify any key employees or talent gaps 5. Marketing and Sales Due Diligence - Review the mortgage lender's marketing and sales strategy and identify any gaps or opportunities for improvement - Conduct a review of the mortgage lender's customer base and identify any potential risks or opportunities for growth - Review the mortgage lender's brand identity and reputation in the market By conducting a thorough due diligence process and reviewing critical items such as financials, legal agreements, operational processes, HR policies, and marketing and sales strategies, the private equity company can identify any potential risks or liabilities associated with the mortgage lender and make informed decisions about the acquisition.

Some of the key integration pieces that we have helped them with during the acquisition are included below as well:

1. Pre-integration Phase (Week 1-4)

- The PE company and the mortgage lender will establish a joint integration team to identify key objectives and areas of focus for the integration process.

- A detailed integration plan will be developed, including timelines, key milestones, and objectives.

- The integration team will conduct an analysis of the mortgage lender's operations, systems, and processes to identify areas where integration may be required.

- The team will also identify any potential risks or challenges that may arise during the integration process.

2. Integration Planning Phase (Week 5-8)

- The integration team will finalize the integration plan, including identifying the key stakeholders and their roles and responsibilities.

- A detailed communication plan will be developed to ensure that all stakeholders are informed and engaged throughout the integration process.

- The team will also identify any required regulatory approvals or permits that need to be obtained.

3. Integration Execution Phase (Week 9-24)

- The integration team will execute the integration plan, with a focus on ensuring that all systems, processes, and operations are aligned and integrated.

- The team will work to integrate key systems and processes, such as IT systems, accounting and finance systems, and human resources systems, to ensure that there is a seamless transition.

- The team will also work to align the mortgage lender's operations and processes with the PE company's overall strategy and goals.

4. Post-integration Phase (Week 25-52)

- The integration team will monitor the performance of the mortgage lender post-integration to ensure that the integration has been successful.

- The team will work to identify any remaining areas of integration that need to be addressed, and will continue to refine and optimize the integration process.

- The mortgage lender will be fully integrated into the PE company's operations, with clear lines of accountability and responsibility.

Primary accountability will be with the integration team, which will be responsible for ensuring that the integration plan is executed successfully and that all stakeholders are informed and engaged throughout the process. The integration team will report to the senior leadership of both the PE company and the mortgage lender, who will be responsible for overall oversight and decision-making during the integration process.

Finally, it's imperative to plan out the value optimization model for the acquisition. Here are some details on optimizing value and growth strategies to implement during the integration process: 1. Streamline Operations: The integration team should focus on streamlining the mortgage lender's operations to reduce costs and increase efficiency. This could include identifying redundant processes or systems and consolidating them, optimizing workflows, and automating manual processes. 2. Cross-Selling: The PE company should leverage its existing relationships and networks to cross-sell the mortgage lender's products and services to its customers. This could include offering mortgage products to existing customers of the PE company, or offering the PE company's other financial products to the mortgage lender's customers. 3. Expand Product Offerings: The integration team should work to identify opportunities to expand the mortgage lender's product offerings to better serve its customers. This could include offering new types of mortgages or other financial products, or expanding into new geographic markets. 4. Invest in Technology: The PE company should invest in technology to enhance the mortgage lender's capabilities and improve customer experience. This could include upgrading the mortgage lender's IT systems, implementing new digital tools or platforms, or investing in data analytics to better understand customer needs and preferences. 5. Talent Management: The integration team should focus on talent management to ensure that the mortgage lender has the right people in the right roles to drive growth and value. This could include identifying key talent and providing development and training opportunities to help them grow and succeed within the organization. 6. Branding and Marketing: The integration team should work on branding and marketing efforts to increase visibility and awareness of the mortgage lender's products and services. This could include developing a strong brand identity, launching targeted marketing campaigns, and leveraging social media and other digital channels to reach new customers. Overall, by focusing on streamlining operations, cross-selling, expanding product offerings, investing in technology, talent management, and branding and marketing, the PE company can optimize value and growth for the mortgage lender during the integration process.

Enclosing some related links and insight on growing and measuring growth. Please see below:

If you have interest in diving into your own situation or challenge, would love to help.

Have a great week.

Matt Slonaker Founder & CEO of M. Allen (M) 972.740.4300 (E) (W)

About the author:

Matt Slonaker is a highly accomplished business executive, with a strong track record in generating revenue growth and leading teams. He has experience working with both startups and multibillion-dollar market leaders, and has managed over a billion dollars in revenue in the last decade. He has founded his own company, M. Allen, and served over 20 clients since 2020, and has also worked in executive roles at global companies such as Firstsource, Morgan Stanley, JP Morgan Chase, and H&R Block. He is skilled in operations, revenue enablement, information technology, and other areas. Additionally, he is a US Military Combat Veteran and a career coach for military veterans in transition to the civilian sector since 2017.

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