Specialists, what are your pet peeves about the M&A team? M&A team, what are your pet peeves about specialists?

M&A Associates forgetting that EOD is 11:59pm and calling, emailing, and texting(?!?) for our input.

As others said, add the C/M, target name, AND data room link to reminder emails.

Always include the purchase agreement with schedules.

If the client wants to talk, don’t schedule my time for me, and certainly don’t do so without giving me context about what they want to address.

Specialist - tell us the client matter number and don’t refer to the target only by the project name. We’re on a lot of deals I have no idea what “Project Alpha” is when you email me without context

M&A — no complaints about specialists. I love them all. We wouldn’t have a practice without them and they juggle a million matters at a time. Give them a break if they can’t get back to you and 5 other deals teams ASAP.

No visibility into what’s coming down the pipeline, especially when a deal is coming back from the dead. Really quick turnaround times especially when M&A received the document we need to mark up hours/days before, and we can see that on the email chain.

A lack of recognition that I definitely turned your comments 4 hours ago but I'm getting crickets from my partner. CC them on your pestering

Sending docs out to the other side without incorporating our comments, or leaving out/revising our comments without telling us and thus inadvertently changing the deal structure and terms (which ended up costing our client a pretty penny…)

Honest question to the corporate folks - what is the point of scheduling a management call when we haven’t even received initial responses to diligence requests, and what do you expect specialists to do on the call other than reiterate our previously stated requests? Seems like an inefficient use of everyone’s time.

As others have mentioned, biggest pet peeve is assuming I have capacity to meet your unreasonable deadlines as if I don’t already have a full plate of work. I know you get unreasonable demands from clients, but it’s your job to manage their expectations.

I'm a specialist and probably on 15-30 deals at any given time while also managing a compliance practice. Here are a few.

•If you're asking me to mark up the schedules, send the current version of the purchase agreement.
•If you're asking me to mark up the purchase agreement for the first time, tell me where it came from. Is it the client's favorite form? Is it from the other side? Or is it something the junior pulled off the shelf and I can make all the reps how I'd like?
•Give actual deadlines. If you tell me you'd like a diligence report at some point, and then one day ask me where it is, or tell me you need it in two hours: that is not workable or possible.
•Remember that we are working on 15-30 deals. Don't assume we are incompetent because we don't remember your deal immediately. A few sentences at the beginning of major emails are helpful (sell-side, equity purchase, etc).
•Keep us in the loop on overall timing. I will escalate things if I know the deal needs to sign next week and I will stay up all night if I must... But I need to know that (and the more advance notice, the better).
•Bring us in on the deal early. It is much harder when we are brought in late and have to clean up issues that could have been more easily addressed or raised earlier in the process (even in the LOI stage).
•Check to see whether there is a specialist that works with the client before you staff the deal. If there is, staff them and not just your favorite specialist. (Too often this is missed and only realized after several days/weeks - awkward for all involved.)

Happy to receive any feedback for specialists and if I think of any other feedback for my M&A colleagues will share!

Giving me 6 hours of diligence work and thinking it’s okay to ask for comments 6 hours later as if o have no other work

What’s M&A?

1) When specialists make no effort to conform to the defined terms and formatting in the document. Worse when they clearly copied and pasted something and introduced a bunch of new defined terms without checking whether some version of those terms exist and then are silent when you follow up for definitions.

2) When they have no idea what’s going on (e.g., mark it up as buy side even though you told them it’s sell side, not knowing the structure even though you sent them the structure chart 50 times, doing a ridiculously heavy markup and raising new unnecessary nitpicky issues when we told them to keep it light because we’re supposed to be signing in 30 minutes).

3) When the specialist partner doesn’t review their juniors’ garbage so the comments / inserts you get need to be completely rewritten.

4) When they go to sleep even though you told them we need to sign tonight and that they need to stay up (sorry, sucks for all of us).

5) When their juniors ask me, the most senior associate, over and over and over again for the same basic info, like billing code, name of client, data room name, etc., throughout the course of the entire deal - get it together! And ask one of my 5 more junior team members, they have brains too and more availability for your annoying repeat questions. Just because I’m the one talking on the calls doesn’t mean you should go to me for all your junior questions. I really feel like I babysit not only my M&A juniors but every specialist junior at the firm.

The number of times I get an email at midnight with a turnaround time of 9am?! I will try to get that done but the specialist partner is super duper underwater and likely won’t see either of our emails until 3-4 PM the next day. Then I get badgered incessantly.

So many specialists on this thread act like we (the M&A team) sets the unreasonable deadlines. I assure you I do not. I feel silly schedule calls when I know we won’t be ready but I’m following marching orders.

A more nit picky peeve: when specialists just throw text in my purchase agreement with absolute callous disregard for my defined terms. Lazy and rude. And yes, I too am juggling multiple matters at once yet still respect details…

I hate when specialists ask for when I need comments by - the answer is ASAP

Don't send me an agreement to review at 5pm and ask me to turn comments by tomorrow morning when you've been sitting on it for a week. - yours truly, specialist.

When the corp team edits our analysis in the diligence memo 🥴

M&A senior here -
1) When I have to ask 3-6 times for comments when I’m aware that they are really not that busy. If they’re busy and they tell me, I get it, but I’m probably going to send the draft without their comments and say pending tax/benefits/whatever review and subject to further comment.
2) Trying to torpedo the deal over a diligence issue we can figure out how to cover for (special indemnity, escrow, exclude liability) but not understanding how deals work well enough to drop it.
3) When they ask me over and over again whether this is stock or assets, who are we, etc.
4) Not being decisive. Like I do not want choices, I want your professional opinion and your work.
5) Being sloppy. Not integrating defined terms, completely destroying formatting or doing things that make no sense.