Rendia, founded by an eye doctor and his three children to help doctors and patients understand each other better, was sold to a strategic buyer, PatientPoint, this past October. To personally prepare herself for that process, Smitha Gopal, former CEO of Rendia and now EVP of Strategy at PatientPoint, says it's important that business leaders have trusted people they can lean on through the process.
Speaking at the Baltimore Smart Business Dealmakers Conference, says she relied on two groups: One was a group of professional colleagues with whom she could discuss the ups and downs of the deal process. The other was a group of girlfriends from business school with which she'd share the emotional side, as well as the highs and lows that came along with the process.
Gopal says she also talked to many exited founders along the way and got great support and advice. But one thing she didn't hear is about what happens after the deal is done.
"It's so much work going through due diligence," Gopal says. "And when the deal finally closes, you feel like you've run this marathon and reached the finish line, and you're proud of yourself. But for your employees and your customers, this is not the end of a marathon. This is a huge change and it's day one of that huge change. And so, I wish that I had gotten the advice of just put yourself in their shoes. You are ready to celebrate and you're also ready to go sit in a dark room or go to the beach or just do something, but this is when your team and your customers need you more than ever to make them feel comfortable and to feel excited about what's next. And so I think that I mentally was counting down the days — I'm like, I just need this deal to close and then what am I going to do for myself? And once that happened, I realized this next day of work is super important — and being present and enthusiastic and keeping enough gas in the tank that I could still be there was unexpected."
The diligence process, she says, was as difficult as she thought it was going to be. But what was more difficult was that she also had to make sure she was operating the business at the same level.
"You need to keep working on your strategy and your customer pipeline," she says. "You need to keep the trains moving and keep doing all the things that are important in your day job."
What did surprise her about the diligence process, however, was how she was expected to negotiate with the buyer.
"I tend to be a pretty transparent and direct communicator, and a pretty transparent negotiator," Gopal says. "And so my instinct was to just be upfront about all of the deal considerations: So, what's the EBITDA multiple? Is it an asset purchase or a stock purchase? Is it cash or stock? What's the consideration? What's the earnout time period? I just wanted to say, This is what we want — seven bullet points. And that was not the advice that we were given, which was correct. But the thing that surprised me was that as the deal went on, we changed our asks. We pushed for higher multiples. We pushed for more cash, where originally it was going to be a 50/50, cash/stock deal. And I thought that those are tactics that our buyer would be like, this is BS. Take the deal that you said that you were going to take. And some of those things actually worked to our advantage. So, it's not the way that I would have approached it. But it was successful."
Another piece of advice she got was to really think about why she was doing the deal; not the business case for pursuing a deal, but why personally does she want the deal?
"A friend of mine was like, what are you going to do with the money? And not like, I'm going to invest it or I'm going to pay off these things or save for college. She was like, Tell me some fun stuff that you're going to do," Gopal says. "And so I got really specific and I wrote down, I'm going to take — I have two little kids — I'm going to take them to Disney World and we're going to pay for that thing where you just get to cut the line. And I have a close friend that lives in New York; we're going to New York we're going to eat at Buvette, we're shopping at these three stores. And that was helpful to me to wrap emotion and personal goals and these relationships that I really value, to wrap all of that stuff in because I reached a point of fatigue where I was like, I just need this to be over. And so that was helpful to me to re-anchor."