Latest / Masters in Business / Interview With Ventresca & Myers: Masters in Business (Audio)
Transcript
- 0:00Speaker 1: Brought to you by Bank of America Merrill Lynch seeing
- 0:03Speaker 1: what others have seen, but uncovering what others may not.
- 0:06Speaker 1: Global Research that helps You Harness disruption Voted top global
- 0:10Speaker 1: research firm five years running. Merrill Lynch, Pierce, Fenner and
- 0:13Speaker 1: Smith Incorporated. This is Masters in Business with Barry Riddholes
- 0:21Speaker 1: on Bloomberg Radio this week. On the podcast, I speak
- 0:25Speaker 1: with two fascinating people. Both come from JP Morgan. Chris
- 0:31Speaker 1: Ventresca and Liz Myers effectively run the M and A
- 0:35Speaker 1: and the I p O divisions. Uh at JP Morgan.
- 0:39Speaker 1: That's not their formal title. I'll read that off on
- 0:42Speaker 1: the actual show, but you will find uh this to
- 0:46Speaker 1: be a deeply wonky, fascinating conversation if you are at
- 0:52Speaker 1: all interested in how I p O s run, in
- 0:55Speaker 1: in how mergers and acquisitions operate, how companies make the
- 1:01Speaker 1: decision to either go I p O or be acquired
- 1:05Speaker 1: or make an acquisition. Uh. This gets into a lot
- 1:09Speaker 1: of the nuts and bolts of that process. I found
- 1:12Speaker 1: it to be really quite interesting. It it's rare to
- 1:16Speaker 1: not only speak with to highly placed people within Wall
- 1:20Speaker 1: Street banks like this who are not the face of
- 1:24Speaker 1: the firm not on television and radio all the time,
- 1:26Speaker 1: but really, um, are the people who roll up their
- 1:30Speaker 1: sleeves and and get the deals done. Uh. It was
- 1:33Speaker 1: really an interesting conversation. Was also the first time we
- 1:37Speaker 1: had a conversation with two guests at once. The three
- 1:40Speaker 1: way discussion a little bit challenging for me as the
- 1:44Speaker 1: host to try and figure out how to coordinate that
- 1:48Speaker 1: and to to bring both of them in. UM. I've
- 1:52Speaker 1: said this before, I'll repeat it again. I have no
- 1:55Speaker 1: professional radio background of training, and when I watched the
- 1:58Speaker 1: pros do it, when I watch guys like Pim Fox
- 2:01Speaker 1: or or Tom Keane or Charlie Rose run a conversation,
- 2:07Speaker 1: and I have really tremendous respect for how skilled and
- 2:11Speaker 1: talented and and just experienced and knowledgeable those folks are,
- 2:16Speaker 1: and and and how effortless and easy they make it look.
- 2:21Speaker 1: When when you've done a hundred of these, you realize, wow,
- 2:24Speaker 1: this is much harder than that appears. So for those
- 2:28Speaker 1: of you who are at all interested in investment, banking,
- 2:31Speaker 1: in underwriting, I p O S, syndication, and mergers and acquisitions,
- 2:37Speaker 1: I think you'll find something interesting here. Uh. They both
- 2:40Speaker 1: have a fascinating background undergraduated Princeton and then they each
- 2:43Speaker 1: went to different UH schools for for MBA's. I think
- 2:48Speaker 1: you'll find this to be an interesting conversation. So, with
- 2:51Speaker 1: no further ado, my conversation with Chris Van Tresca and
- 2:56Speaker 1: Liz Myers of JP Morgan. This is Masters in Business
- 3:02Speaker 1: with Barry Ridholts on Bloomberg Radio. My special guest today
- 3:06Speaker 1: is a pair of bankers from JP Morgan. I have
- 3:09Speaker 1: Chris Van Tresca, he's the global co head of Mergers
- 3:13Speaker 1: and Acquisitions, and Liz Myers, she is the head of
- 3:17Speaker 1: global equity capital markets. Chris has advised on over one
- 3:21Speaker 1: trillion dollars worth of announced transactions, be they strategic acquisitions,
- 3:27Speaker 1: mergers and sales. Liz has done not quite as much,
- 3:31Speaker 1: but almost as much in terms of global equity capital markets,
- 3:35Speaker 1: including I p O s, follow ons, convertibles. They each
- 3:40Speaker 1: went undergraduate to Princeton. Liz has an MBA from Harvard,
- 3:44Speaker 1: Chris has an MBA from n y U. Chris and Liz,
- 3:47Speaker 1: welcome to Bloomberg. Thank thanks for having so let's jump
- 3:51Speaker 1: right in with what you do, Liz, for for listeners
- 3:55Speaker 1: who may not know what exactly are global equity capital markets, Well,
- 4:00Speaker 1: the Equity Capital Markets group is really the equity underwriting
- 4:03Speaker 1: group at JP Morgan, and so we are responsible for
- 4:06Speaker 1: I p O s, follow on offerings for public companies,
- 4:09Speaker 1: convertible securities that companies issue, and equity private placements. So
- 4:14Speaker 1: companies that are looking to access equity before they go
- 4:17Speaker 1: forth with an IPO. And I assume you may do
- 4:20Speaker 1: some work with the M and A department as well.
- 4:23Speaker 1: We do. Chris and I have known each other for many,
- 4:25Speaker 1: many years, and we do spend a lot of time
- 4:27Speaker 1: on certain client transactions together. Um importantly, it maybe acquisition finance. Uh,
- 4:33Speaker 1: it may be a dual track I p O and
- 4:35Speaker 1: sale process. So so let's talk a little bit about
- 4:39Speaker 1: the state of the business these days. Not too long ago,
- 4:42Speaker 1: there was an article in the Wall Street Journal that
- 4:44Speaker 1: said I p O s were at a twenty year low.
- 4:48Speaker 1: What are you guys seeing in either equity capital markets
- 4:51Speaker 1: or in mergers and acquisitions? Does that sum up the
- 4:53Speaker 1: state of the street accurately to you? Well, I think
- 4:56Speaker 1: it's really This year has been a tale of two cities.
- 4:58Speaker 1: The first part of the year as much lower in
- 5:01Speaker 1: terms of volumes, and now as we've passed Labor Day
- 5:04Speaker 1: and entered into September. As expected, We've seen a huge
- 5:08Speaker 1: resurgence in the I p o market and broadly in
- 5:10Speaker 1: the equity capital market, so volumes are up substantially. I
- 5:14Speaker 1: had mentioned on Bloomer TV back in August that we
- 5:17Speaker 1: expected to have over twenty I p o s launched
- 5:20Speaker 1: in the month of September, and that statistics still holds
- 5:23Speaker 1: holds true. So a lot of exciting things happening on
- 5:25Speaker 1: our platform. How typical is that for what we usually
- 5:27Speaker 1: see in the full of each year. Well, the fall
- 5:30Speaker 1: can sometimes be a catch up period from a slower summer,
- 5:33Speaker 1: but this year in particular just seems livelier than ever
- 5:36Speaker 1: across all sectors. It's interesting to see that some of
- 5:39Speaker 1: our largest deals on the platform are coming out of Asia,
- 5:43Speaker 1: so just recently pricing the China Postal Savings Bank I
- 5:47Speaker 1: p o UM, we have an interesting privatization on the
- 5:50Speaker 1: road in Asia, and a variety of different billion dollar
- 5:52Speaker 1: plus I p o s. Before I get to Chris's
- 5:55Speaker 1: M and A work, one would imagine that Asia has
- 5:58Speaker 1: been ascended to the as few years. Is that a
- 6:01Speaker 1: fair way to sum that up? Well, I think it's
- 6:03Speaker 1: it's continued to progress, particularly sentiment wise, when earlier in
- 6:07Speaker 1: the year there was a lot of concern about Chinese
- 6:10Speaker 1: growth slowing, and I think we're seeing more and more
- 6:13Speaker 1: signs of the macro backdrop improving, whether it's steel prices,
- 6:17Speaker 1: new projects, starts. On the industrial side is starting to
- 6:21Speaker 1: feel a lot better, and the Chinese consumer is always
- 6:24Speaker 1: of great interest. So christ let me ask the same
- 6:26Speaker 1: question to you about uh, the M and A business,
- 6:29Speaker 1: the emergence and acquisitions business. What is the sid of
- 6:32Speaker 1: the street these days? How active is it? What do
- 6:35Speaker 1: you see? So you really have to start with last
- 6:37Speaker 1: year was this historic M and A market, huge volumes,
- 6:40Speaker 1: driven by lots of companies with great balance sheets, a
- 6:43Speaker 1: lot of access to capital, but very weak organic growth
- 6:47Speaker 1: and their stock price and then multiple was anticipating ability
- 6:51Speaker 1: to grow, but what they looked in their own business plans,
- 6:53Speaker 1: they were struggling in this global economy which has been
- 6:56Speaker 1: pretty modest. How do I find that stock price are
- 7:00Speaker 1: shiation and growth in my company? Let's use M and
- 7:01Speaker 1: A as a tool. So last year historic records very
- 7:04Speaker 1: much by side driven M and A activity. Companies that
- 7:07Speaker 1: could afford it, looking for smart synergistic acquisitions, and as
- 7:11Speaker 1: we moved into this past year, much of that has continued.
- 7:15Speaker 1: The actual deal count is down about eight percent when
- 7:18Speaker 1: we tracked the number of transactions two fifty million dollars
- 7:22Speaker 1: and greater, so it is a little lighter. The mega deals,
- 7:25Speaker 1: the ten billion dollar plus deals are down greater than
- 7:27Speaker 1: that about so a lot of the headlines may say, oh,
- 7:30Speaker 1: M and A is not that busy, it's a lot
- 7:32Speaker 1: slower than last year. But what we're feeling and actually
- 7:35Speaker 1: experiences a continuation of an extremely healthy M and A market.
- 7:39Speaker 1: A lot of the themes that were in existence last
- 7:42Speaker 1: year are still here today. Very strong access to financing,
- 7:47Speaker 1: meaning historically low rates for debt financing. In size companies
- 7:52Speaker 1: that generally are trading at a pretty healthy stock price
- 7:55Speaker 1: multiple are able to use their equity as an acquisition currency.
- 7:58Speaker 1: So if I'm a buyer and go get debt to
- 8:00Speaker 1: pay for that purchase price, I can use my own
- 8:02Speaker 1: stock and I'm leaning into that if it's a smart deal,
- 8:07Speaker 1: that's bolstering what's likely still from any companies weak organic growth.
- 8:11Speaker 1: So so let's talk about that cheap fund and saying
- 8:14Speaker 1: I've heard from people on the street you know, the
- 8:16Speaker 1: FED is the only game in town. If it wasn't
- 8:18Speaker 1: for them, none of these fill in the blank mergers
- 8:21Speaker 1: I p o s share by backs would would take place.
- 8:25Speaker 1: Seems like an overstatement. How significant is the Federal reserve
- 8:29Speaker 1: to what what both of you do? So when we're
- 8:31Speaker 1: talking with our clients, it always ends up coming back
- 8:34Speaker 1: to what's the underlying growth in their business, which is
- 8:37Speaker 1: heavily linked to the economic outlook and the growth they're
- 8:40Speaker 1: seeing across the globes. So in an environment where there's
- 8:43Speaker 1: been low rates, that's largely been because the global economic
- 8:47Speaker 1: growth outlook has been so weak. So those companies from
- 8:49Speaker 1: an M and A matter in that environment have low
- 8:52Speaker 1: organic growth and are using M and A as a
- 8:55Speaker 1: tool to bolster their growth profile. Even if rates go up,
- 8:59Speaker 1: the answer maybe, well, where it's a going up because
- 9:01Speaker 1: the economic outlook is improving, so those companies are gaining
- 9:05Speaker 1: extra free cash flow. So even if rates are going
- 9:08Speaker 1: up for the right reasons a better global economy, I
- 9:11Speaker 1: think that will just continue to support a healthy strategic
- 9:14Speaker 1: dialogue among companies. Buyers will still look for ways to
- 9:17Speaker 1: put that capital to work. And then if I'm a seller,
- 9:20Speaker 1: typically what I found last year is if my stock
- 9:23Speaker 1: price was trading at almost an historic high or at
- 9:26Speaker 1: least a fifty two week kai, and someone showed up
- 9:29Speaker 1: with an acquisition premium, and then I compared that to
- 9:32Speaker 1: what I was able to deliver on my own. You know,
- 9:34Speaker 1: I may say, hmm, that's pretty good deal for my shareholders.
- 9:36Speaker 1: Why don't I crystallize that premium? And the right answer
- 9:39Speaker 1: for shareholders to sell my company. I'm Barry rid Helts.
- 9:42Speaker 1: You're listening to Masters in Business on Bloomberg Radio. My
- 9:45Speaker 1: special guest today is Chris Ventresca and Liz Myers of
- 9:49Speaker 1: JP Morgan. He is the global co head of Mergers
- 9:53Speaker 1: and Acquisitions. Liz is the head of Global equity capital Markets.
- 9:58Speaker 1: And let's jump right into what these processes look like
- 10:02Speaker 1: from the company's perspective. Walk us through a process. How
- 10:07Speaker 1: does a deal begin? If someone wants to either go
- 10:10Speaker 1: I P O or do an acquisition or merger, how
- 10:13Speaker 1: does that process begin from the corporate side? Well, I'm
- 10:16Speaker 1: happy to start. I think the company side for an
- 10:19Speaker 1: acquisition really starts with that company's strategic planning process that
- 10:23Speaker 1: the senior management team, the board, and very often us
- 10:26Speaker 1: as bankers advising them are part of where do you
- 10:29Speaker 1: want to see and take your company in the next
- 10:31Speaker 1: three to five years. What areas either geographically or product
- 10:35Speaker 1: segments or customer segments are we in that we want
- 10:38Speaker 1: to grow? What areas are we missing that we think
- 10:41Speaker 1: we should be in as a competitive matter, And then
- 10:43Speaker 1: the conversation shifts to are we able to accomplish those
- 10:47Speaker 1: objectives are on through capital expenditures or R and D
- 10:51Speaker 1: or is that not possible? And maybe there is a
- 10:54Speaker 1: target out there that fits very neatly into our strategy
- 10:58Speaker 1: as an acquisition candidate. That's the classic building or buy
- 11:01Speaker 1: it correct and very often that's a discussion that happens
- 11:05Speaker 1: over years. So a company is thinking about its own prospects,
- 11:09Speaker 1: it's plan its performance, trying to assess where it's competitively
- 11:12Speaker 1: strong or weak, and then coming up to some conclusion
- 11:16Speaker 1: about this is a part of the world we need
- 11:18Speaker 1: to be in. How can we do that. This is
- 11:19Speaker 1: a product we're missing, or capability or technological capability or
- 11:24Speaker 1: expertise that we're missing. Can we build it? Can we
- 11:27Speaker 1: buy it? Who's out there if we want to buy something.
- 11:30Speaker 1: Let's now talk about potential candidates around the globe that
- 11:34Speaker 1: could be interesting puzzle pieces for us to put into
- 11:37Speaker 1: that and that again is something company starts with. We're
- 11:40Speaker 1: by their side helping them think about it. Where we
- 11:42Speaker 1: become very helpful in that is sanity checking that strategy
- 11:46Speaker 1: and helping identify companies around the world that may fit
- 11:49Speaker 1: into the solution they're looking so that that's fascinating to
- 11:52Speaker 1: hear that it's a multi year process. The public here's
- 11:55Speaker 1: about some crazy idea gets floated. One was that Apple
- 11:59Speaker 1: was going to buy the claren came out of the
- 12:01Speaker 1: f T. I have no idea if it's true. I'm
- 12:03Speaker 1: not going to ask anybody. But the way you're describing
- 12:06Speaker 1: it is this fits into the broader context a long
- 12:09Speaker 1: term strategic plan. It's not just hey, shiny orange car,
- 12:13Speaker 1: let's get those. It's a very very different approach. Yeah,
- 12:18Speaker 1: just to reiterate, it is very very often a multi
- 12:21Speaker 1: year process. And even when you identify that target, there's
- 12:26Speaker 1: then and the bankers are now getting more about We're
- 12:29Speaker 1: helping them think through how do we value that target,
- 12:31Speaker 1: what's the price that's appropriate to pay. Do we think
- 12:33Speaker 1: they'd be willing to take that price? And sometimes with
- 12:36Speaker 1: the market volatility, and stock prices moving. Sometimes the advice is,
- 12:40Speaker 1: let's wait a quarter or two to just see how
- 12:42Speaker 1: the dust settles with regards to some news announcements of
- 12:45Speaker 1: their performance, and let's have a strategy of approaching and
- 12:48Speaker 1: even once you approach it, maybe another few months or
- 12:50Speaker 1: quarters before you actually get to the point of being
- 12:53Speaker 1: very definitive on this is the price I'm prepared to pay?
- 12:55Speaker 1: Are you prepared to accept it? Type of conversation. And
- 12:58Speaker 1: again that could last certainly months and often into years.
- 13:03Speaker 1: So so, Liz, when you work with companies that want
- 13:05Speaker 1: to go public, the assumption is, especially with startups and
- 13:09Speaker 1: tech companies, that's the exit strategy down the road or
- 13:14Speaker 1: is it still is it? Is I p O the
- 13:18Speaker 1: endgame as much as it might have been uh some
- 13:21Speaker 1: years ago. Well, there are really three reasons that a
- 13:23Speaker 1: company would decide to go public. One is they're looking
- 13:26Speaker 1: to accelerate growth, similar to the theme that Chris mentioned
- 13:29Speaker 1: about why they might be looking to make an acquisition.
- 13:31Speaker 1: The second typical reason maybe that they have a balance
- 13:35Speaker 1: sheet that's a little too levered for their comfort zone,
- 13:37Speaker 1: so they'd like to raise some equity capital and pay
- 13:40Speaker 1: down debt. And then the third factor that may weigh
- 13:43Speaker 1: in is they may be owned by a financial sponsor
- 13:45Speaker 1: who's looking to begin the process of exit after three, five,
- 13:49Speaker 1: ten years UM, so that can be also a driver
- 13:53Speaker 1: of an ip O. Someone sent me an email complaining
- 13:56Speaker 1: about the lack of public companies that one point in time,
- 14:00Speaker 1: the Wilshire five thousand actually had five thousand companies. So
- 14:05Speaker 1: what do we see as the trend in in companies
- 14:07Speaker 1: going public? We've heard a lot of complaints from company
- 14:10Speaker 1: as well. It's easier to stay private. Uh. You see
- 14:13Speaker 1: Uber has had no problem raising capital. Is this a
- 14:17Speaker 1: real issue or is this Uh? People just complaining for
- 14:20Speaker 1: the sake of complaining. Well, we have a brisk equity
- 14:22Speaker 1: private placement business. But what I would say is that
- 14:25Speaker 1: it's not a one size fits all type of approach.
- 14:29Speaker 1: Not every company is looking to raise private capital. It's
- 14:31Speaker 1: typically more dilutive than doing an I p O UM,
- 14:35Speaker 1: and they really private equity is more dilutive than an IPO.
- 14:39Speaker 1: Not always, but oftentimes the company is earlier in its
- 14:42Speaker 1: life cycle, so they may not have predictable earnings, a
- 14:45Speaker 1: visible or transparent revenue stream, so there's a lot more
- 14:49Speaker 1: risk inherent. Often in companies that are earlier stage and
- 14:52Speaker 1: less mature than when they ultimately get to being I
- 14:55Speaker 1: p O ready, where we often would recommend that they
- 14:57Speaker 1: have good transparency in their earnings, a stronger balance sheet,
- 15:01Speaker 1: so just d risked and more mature. So that sounds
- 15:04Speaker 1: like a checklist for how to run a successful I
- 15:08Speaker 1: p O. What are the other factors and pitfalls that
- 15:11Speaker 1: are out there? Sure? Well, I'd say certainly, having being
- 15:14Speaker 1: involved in a growing and attractive sector is checkbox number one.
- 15:19Speaker 1: Secondly would be having a really attractive niche within that,
- 15:23Speaker 1: so leadership within an attractive sector, having a business model
- 15:27Speaker 1: that is easily understandable and transparent, having a strong balance sheet,
- 15:32Speaker 1: and lastly having strong management. Helpfully to have management who's
- 15:36Speaker 1: had public company experience but not required and oftentimes companies
- 15:40Speaker 1: that have helpful and credible strategic backing from a private
- 15:44Speaker 1: equity firm or venture capital investor. How about you, Chris,
- 15:47Speaker 1: what's your checklist for a successful acquisition? What what works
- 15:52Speaker 1: and what doesn't? Yeah? I think the key is you
- 15:54Speaker 1: go back to what are we good at? What are
- 15:56Speaker 1: our core competencies as an acquirer, and can we apply
- 15:59Speaker 1: those to this target? I think where companies get in
- 16:01Speaker 1: trouble is they stray too far away from what they're
- 16:05Speaker 1: good at and they try to expand into areas that
- 16:08Speaker 1: they're not as familiar with or don't have the capabilities.
- 16:11Speaker 1: So always stick to your knitting, stay in your lane.
- 16:14Speaker 1: You know those phrases we use a lot with companies
- 16:16Speaker 1: and their boards. The key then once you realize this
- 16:20Speaker 1: is a business we can add value to and we
- 16:22Speaker 1: understand and we have the skill set and it's filling
- 16:25Speaker 1: a need that we have, then we very quickly well,
- 16:28Speaker 1: what is it worth? And do we pay a price
- 16:30Speaker 1: that actually gives us a return that's better than our
- 16:33Speaker 1: cost of capital Because you may find that great target,
- 16:36Speaker 1: but if you overpay for it, that's a destructive element
- 16:39Speaker 1: to shareholder value. So where we'll end up working very
- 16:42Speaker 1: closely with our clients is just that question, what is
- 16:45Speaker 1: this business worth? What synergies are created under our ownership?
- 16:49Speaker 1: How much of those are we willing to keep for
- 16:52Speaker 1: ourselves or potentially pay away in a premium, And have
- 16:55Speaker 1: that discussion and ultimately a negotiation with that seller who's
- 16:58Speaker 1: on the opposite side of that dial, saying what is
- 17:01Speaker 1: my own self worth? What are my prospects. Is someone
- 17:04Speaker 1: offering me something that's better than I can do on
- 17:06Speaker 1: my own. Maybe it's a stock deal where I don't
- 17:10Speaker 1: need to just close the file on this, My shareholders
- 17:13Speaker 1: are getting a new piece of equity that has upside
- 17:16Speaker 1: to it. Or maybe it's a cash deal where I
- 17:18Speaker 1: truly you know, three months from this announcement date, we're
- 17:21Speaker 1: going to close our shareholders again and get all cashed out.
- 17:24Speaker 1: And how do I feel about that? Did they get
- 17:26Speaker 1: enough return above where the stock was trading to make
- 17:29Speaker 1: us all feel good that that as a board we
- 17:31Speaker 1: did the right thing for our shareholders as a cash seller,
- 17:33Speaker 1: those are the key questions we deal with and work companies.
- 17:36Speaker 1: Coming up, we continue our conversation with JP Morgan's Chris
- 17:40Speaker 1: Vantresca and Liz Myers, looking at the relationship between education
- 17:45Speaker 1: and finance. I'm Barry Riholds. You're listening to Master's in
- 17:49Speaker 1: Business on Bloomberg Radio. My special guests this week are
- 17:53Speaker 1: twenty year veterans of JP Morgan in both the M
- 17:57Speaker 1: and A and global equity capital markets. Chris Van Tresca
- 18:02Speaker 1: is the global co head of Mergers and Acquisitions at
- 18:05Speaker 1: JP Morgan. Elizabeth Myers is head of Global e c
- 18:10Speaker 1: M Equity Capital Markets. Both of them have been with
- 18:13Speaker 1: JP Morgan for twenty years, and I guess literally have
- 18:17Speaker 1: decades of experience in the space. Let's talk a little
- 18:20Speaker 1: bit about your educational background and what's needed for this
- 18:25Speaker 1: sort of work in finance. Liz, you have an economics
- 18:29Speaker 1: degree from Princeton undergrad Chris you also went to Princeton
- 18:33Speaker 1: and and have a Bachelors of Science and Engineering in
- 18:37Speaker 1: electrical engineering, a little bit unusual. And then both of
- 18:40Speaker 1: you have n b as. Chris you at at n
- 18:42Speaker 1: y U, Liz you at Harvard. So the first question
- 18:46Speaker 1: is pretty straightforward. You each seem to have taken slightly
- 18:51Speaker 1: different paths to work your way into finance. What did
- 18:54Speaker 1: your educational background lead you towards in terms of of
- 18:58Speaker 1: what you wanted to focus on as a career. Senior
- 19:01Speaker 1: year in Princeton getting my electrical engineering degree and interviewing
- 19:04Speaker 1: around and realized I didn't necessarily want to be an
- 19:07Speaker 1: electrical engineer, but I loved problem solving, I love analytical situations,
- 19:12Speaker 1: and I did enjoy being around people and being a
- 19:15Speaker 1: part of a team. So I had branched off into
- 19:17Speaker 1: different areas of either consulting or computer programming jobs at
- 19:21Speaker 1: different types of firms, and JP Morgan at that time
- 19:25Speaker 1: and still does today, offered what they called a Global
- 19:28Speaker 1: Technology and Operations training program where they took folks like
- 19:32Speaker 1: myself and became computer programmers or technical folks to help bankers.
- 19:38Speaker 1: And I was always intrigued by the financial markets and
- 19:40Speaker 1: finance in general, and the opportunity to help bankers think
- 19:45Speaker 1: about how to value companies, what tools do they need
- 19:49Speaker 1: the analytical tool set to help them do their job
- 19:54Speaker 1: was very interesting to me, so I joined the firm
- 19:55Speaker 1: on that basis actually spent many years doing that job,
- 19:59Speaker 1: which was supporting bankers with all the analytical tools that
- 20:02Speaker 1: they needed. As I did that function, I also realized
- 20:06Speaker 1: I liked their job a heck of a lot. So
- 20:08Speaker 1: I went back um at night part time at n
- 20:11Speaker 1: y U cern School of Business and proceeded to get
- 20:15Speaker 1: my m b A and finance great managers great mentors
- 20:19Speaker 1: along the way early in my career, supporting that I
- 20:21Speaker 1: was able to do that while staying at JP Morgan,
- 20:24Speaker 1: and ultimately made a career change once I finished my
- 20:27Speaker 1: m b A. This is now the mid nineties, I
- 20:29Speaker 1: switched over and became what we call an associate in
- 20:32Speaker 1: our investment banking program. Became a young investment banker picked
- 20:36Speaker 1: the M and A Group at the time. I loved
- 20:38Speaker 1: the valuation aspects, the analytical rigor around analyzing companies. I'd
- 20:43Speaker 1: like the tactical side and strategic side of advising companies
- 20:47Speaker 1: and that whole thought process. It appealed to kind of
- 20:50Speaker 1: my core competencies as as well as what I just
- 20:53Speaker 1: saw and watched others do with great enthusiasm. So I
- 20:56Speaker 1: jumped in with both feed into the M and A
- 20:58Speaker 1: Group in the mid nineties and fell in love with
- 21:00Speaker 1: the business and have just essentially grown up at JP
- 21:03Speaker 1: Morgan in that business, taking on greater responsibilities throughout the years. Liz,
- 21:07Speaker 1: you you took a more traditional route economics to M
- 21:10Speaker 1: b A. How did you find your academic background helped
- 21:14Speaker 1: you in your career well? As an economics major, it
- 21:17Speaker 1: was a more natural path that I might end up
- 21:19Speaker 1: interviewing with financial firms. And I remember meeting Chris in
- 21:24Speaker 1: the early days of working at JP Morgan when I
- 21:26Speaker 1: was an industry coverage banker and then in the M
- 21:28Speaker 1: and A Group myself. Um, So I had a really
- 21:31Speaker 1: great experience as part of the JP Morgan Analyst Training program,
- 21:35Speaker 1: and after my work in M and A, I started
- 21:37Speaker 1: to think about spending more time in an area where
- 21:41Speaker 1: I could have more exposure to the equity markets. I
- 21:43Speaker 1: grew up in a family where neither of my parents
- 21:45Speaker 1: were financial professionals, but they both really had a passion
- 21:48Speaker 1: for the stock market and we used to laugh at
- 21:50Speaker 1: they each had their own individual subscriptions to the Wall
- 21:53Speaker 1: Street Journal. So I had an interest in the equity markets,
- 21:57Speaker 1: and when I returned from business school, I decided to
- 21:59Speaker 1: make the transition into equity capital markets and just love
- 22:02Speaker 1: the opportunity to work with so many more clients on
- 22:05Speaker 1: a regular basis. M and A is a group where
- 22:07Speaker 1: you spend a lot of time deeply into analyzing one
- 22:11Speaker 1: particular company or situation, and in E c M we
- 22:13Speaker 1: have the benefit of being able to study and learn
- 22:16Speaker 1: about so many different companies and advise them along the
- 22:19Speaker 1: path of raising equity capital. And while I'd say my
- 22:22Speaker 1: major and economics was relevant as in terms of making
- 22:25Speaker 1: me an attractive candidate, at JP Morgan, we hire majors
- 22:29Speaker 1: of all types, everything from classics to electrical engineering, and
- 22:33Speaker 1: I think Chris and I we spend a lot of
- 22:35Speaker 1: time doing Princeton recruiting and spending a lot of time
- 22:37Speaker 1: on campus because that's our alma mater and we we
- 22:39Speaker 1: feel quite loyal to it. But I think we're both
- 22:42Speaker 1: quite good at identifying what are the right personality traits,
- 22:46Speaker 1: skill sets, finding those folks who have expressed interest in
- 22:50Speaker 1: our field, and you combine that with JP Morgan's very
- 22:52Speaker 1: powerful training program, we can create a dynamic where young
- 22:56Speaker 1: people can be very successful and impactful in our field.
- 23:00Speaker 1: And it's really fun to be able to watch young
- 23:02Speaker 1: bankers then grow up and start managing their own deals
- 23:05Speaker 1: and telling us what to do. I'm Barry Hults. You're
- 23:08Speaker 1: listening to Masters in Business on Bloomberg Radio. My special
- 23:12Speaker 1: guest today are the co head of Global Mergers and
- 23:16Speaker 1: Acquisitions at JP Morgan, as well as the head of
- 23:21Speaker 1: Equity capital Markets, Chris Van Tresca and Liz Myers. Let's
- 23:25Speaker 1: jump right into the process from the bank's perspective of
- 23:30Speaker 1: what it's like during either an acquisition or an I
- 23:33Speaker 1: p O. First question, how do these deals find their
- 23:37Speaker 1: way to you? Is it the basis of a longer relationship?
- 23:42Speaker 1: Is it always in flux. From the bank's perspective, how
- 23:45Speaker 1: do these things come along. We start relationships with our
- 23:48Speaker 1: industry coverage officers and those those relationships span many years
- 23:53Speaker 1: and it it's not a typical that I might meet
- 23:55Speaker 1: a company three years before it goes public, sometimes five
- 23:59Speaker 1: years um, and there are other situations where it might
- 24:01Speaker 1: be with just a year out. So we're really combining
- 24:05Speaker 1: that relationship within our industry coverage area with the product
- 24:08Speaker 1: expertise at the right time, and that allows us to
- 24:11Speaker 1: really help a client along the path of decision making
- 24:14Speaker 1: because they may in those early years still be considering
- 24:17Speaker 1: whether an I p O really does make sense ever,
- 24:20Speaker 1: or whether they might decide to expand through acquisition or
- 24:23Speaker 1: sell the company or stay status quo, private and and
- 24:26Speaker 1: happy for many years. How competitive is it when a
- 24:29Speaker 1: company decides we're gonna I p oh there are a
- 24:31Speaker 1: number of big banks on the street. In my mind's eye,
- 24:34Speaker 1: it's a very sharp elbowed competitive fight. What does that
- 24:38Speaker 1: look like from the bank's perspective, I'd say there's a
- 24:41Speaker 1: mix of situations. There are definitely the as we call them,
- 24:44Speaker 1: the big bakeoffs, where there might be a number of
- 24:46Speaker 1: competitors in the mix and companies and their financial backers
- 24:50Speaker 1: might be interviewing a series of banks in a single
- 24:52Speaker 1: day or week. And then there are other situations that
- 24:55Speaker 1: are more correlated with the setup I described of of
- 24:58Speaker 1: a multi year relationship with our firm where the client
- 25:01Speaker 1: never feels that they need to interview others because the
- 25:04Speaker 1: advice and trust that's been built over many years is
- 25:07Speaker 1: so strong. But it is a very competitive dynamic, and
- 25:10Speaker 1: I think what clients are looking for is a combination
- 25:14Speaker 1: of that trusting relationship but also very strong expertise and
- 25:18Speaker 1: track record in doing numerous complex deals or deals that
- 25:22Speaker 1: look very similar to what their situation might look like,
- 25:26Speaker 1: combined with a lot of deep industry expertise, support on
- 25:29Speaker 1: the research side, vast distribution network. Those are the criteria
- 25:33Speaker 1: that most issuers and financial sponsors will think about and
- 25:37Speaker 1: where we check those boxes quite well. Have been on
- 25:39Speaker 1: the M and A side similar sort of timeline, and
- 25:42Speaker 1: and it's very similar in terms of our relationships with
- 25:45Speaker 1: clients has measured over many, many years, some of these
- 25:48Speaker 1: clients multiple decades, and we've become part of their team
- 25:51Speaker 1: and their partners and really focus on being their trusted advisor.
- 25:55Speaker 1: Willing to give objective advice, think about their strategy, their business,
- 26:00Speaker 1: and give them our input, and then when there's some observation, ah,
- 26:04Speaker 1: we are deficient in this area, it becomes a very
- 26:06Speaker 1: natural dialogue to say, well, let's talk about acquisitions and
- 26:09Speaker 1: here's some names that may make sense. And by definition,
- 26:13Speaker 1: as we're having that dialogue, we're getting a little deeper
- 26:15Speaker 1: and ultimately will just be their natural first call advisor
- 26:18Speaker 1: on that deal. So that's really what we strive for.
- 26:21Speaker 1: It happens in the majority of our cases where the
- 26:24Speaker 1: client relationship just lends right into been an active project
- 26:28Speaker 1: and potentially an active deal, not much of a bakeoff
- 26:31Speaker 1: on the M and A. So I for obvious reasons,
- 26:33Speaker 1: everything has to be kept a little a little quieter
- 26:35Speaker 1: than perhaps an I P O. That's a fair point too.
- 26:37Speaker 1: I think confidentiality isn't key, and for clients and boards
- 26:40Speaker 1: to have a team that they trust, they know there's
- 26:42Speaker 1: continuity in that team, the same people that they've got
- 26:45Speaker 1: to respect and learned from over years. Is that same
- 26:48Speaker 1: team helping them on a deal. M and A lends
- 26:50Speaker 1: itself to that trusted advisor type relationship, which again is
- 26:53Speaker 1: built over the longer term. Every now and then, these
- 26:56Speaker 1: are fun phone calls to get you know, I'll get
- 26:59Speaker 1: I'll get the phone call or someone on the team
- 27:00Speaker 1: will get the phone call of I don't have a
- 27:02Speaker 1: relationship with JP Morgan, but I've heard such great things.
- 27:05Speaker 1: We're considering to sell ourselves. Can we come meet you
- 27:08Speaker 1: or can you participate? We're gonna call a couple of folks,
- 27:10Speaker 1: or think about adding you to a team. And and
- 27:13Speaker 1: again we do have those opportunities. We do welcome them
- 27:16Speaker 1: and and do enjoy you know, pitching or meeting you know,
- 27:19Speaker 1: new clients, But the vast majority of what we do
- 27:22Speaker 1: is long term relationship. So walk me through the process.
- 27:25Speaker 1: A company has reached the conclusion we either want to
- 27:28Speaker 1: I p O or we wanna acquire somebody or be acquired.
- 27:33Speaker 1: What are the next steps? Like what actually takes place
- 27:36Speaker 1: within the bank when an existing client says, Hey, it's time,
- 27:40Speaker 1: we're going to ring the bell. Let's do this. How
- 27:43Speaker 1: does the ball get rolling? Probably the best example that
- 27:46Speaker 1: will touch on both the M and A world and
- 27:48Speaker 1: the equity capital markets world is when a company may
- 27:51Speaker 1: have a division or a subsidiary that they determine, usually
- 27:56Speaker 1: with our help, is non core or maybe more valuable
- 27:59Speaker 1: in someone else his hands, in their own hands. So
- 28:01Speaker 1: then as we're evaluating that, we'll say and think about, Okay,
- 28:05Speaker 1: what are the alternatives for this non core division? Can
- 28:08Speaker 1: we run a cell side? What would that look like?
- 28:10Speaker 1: Who the buyers, what would they potentially pay, what's the
- 28:14Speaker 1: tax implications of that? What are the proceeds we would receive?
- 28:17Speaker 1: So we'd be doing that analysis and forming a view
- 28:20Speaker 1: in our best judgment about those outcomes. Similarly, for that division,
- 28:24Speaker 1: is it a public market candidate? Could we I P
- 28:27Speaker 1: O it? Could we do a spinoff? Is it capable
- 28:30Speaker 1: to be a thriving equity story with new investors? What
- 28:34Speaker 1: does that look like? And ultimately we'll bring all that
- 28:37Speaker 1: analysis back and talk about it with the CEO and
- 28:39Speaker 1: the board and the and the rest of the management
- 28:41Speaker 1: team and create some potential outcomes and judgments for them
- 28:45Speaker 1: to then make a decision. We like both outcomes, we
- 28:48Speaker 1: like potentially running both in parallel and seeing which one
- 28:51Speaker 1: ultimately delivers the best for our shareholds. I e. A
- 28:54Speaker 1: sale of this division or a spin off or I
- 28:56Speaker 1: p O. Let's now create a timeline and a work plan.
- 29:00Speaker 1: Let's prepare all the relevant materials for that. Ultimately, there's
- 29:04Speaker 1: a point you have to start to make outbound calls
- 29:06Speaker 1: to buyers, and there's a point you start to do
- 29:09Speaker 1: SEC filings. To extent, it's an i p O and
- 29:11Speaker 1: you just map out a project plan and a work
- 29:14Speaker 1: plan and go along. You know that timeline. Usually in
- 29:17Speaker 1: that case, we're working very closely together. The M and
- 29:20Speaker 1: A team, the industry coverage team, and the equity capital
- 29:23Speaker 1: markets team are all working very closely together assessing those
- 29:27Speaker 1: alternatives to maximize the outcomes for our client. We're speaking
- 29:31Speaker 1: with Chris Francesca and Liz Myers of JP Morgan talking
- 29:35Speaker 1: about I p O s and mergers and acquisitions. Similar
- 29:39Speaker 1: question to you, Liz, A company says, all right, we
- 29:41Speaker 1: feel like we're mature enough, we have enough revenue, we're profitable.
- 29:45Speaker 1: We've decided we want to go to I p O.
- 29:48Speaker 1: What does it look like from the bank's perspective, What
- 29:50Speaker 1: what sort of steps follow that decision? Sure? Well, the
- 29:54Speaker 1: decision to I p O is one decision, and then
- 29:56Speaker 1: the next part is learning what the appropriate value equation
- 30:00Speaker 1: might be, and that can be taking place in multiple
- 30:04Speaker 1: parts in the process. When when Chris was mentioning if
- 30:07Speaker 1: a company was looking at both sale and i p O,
- 30:09Speaker 1: they might regularly be where they would be regularly with
- 30:12Speaker 1: us evaluating the relative valuation of those two camps. UM.
- 30:17Speaker 1: It's also part of the pitch process when we're meeting
- 30:19Speaker 1: with clients and expressing our own views around their equity
- 30:23Speaker 1: positioning and their valuation. So that's very much a part
- 30:26Speaker 1: of thinking about when to I p O and whether
- 30:29Speaker 1: it makes sense to do that versus a strategic sale.
- 30:32Speaker 1: So once we get going and thinking about how to
- 30:35Speaker 1: refine valuation thoughts, which may change along the way depending
- 30:38Speaker 1: on business the businesses own development or market conditions, the
- 30:42Speaker 1: value of peers that they may be medge marked against,
- 30:45Speaker 1: so it's not always a fixed point in the analysis.
- 30:48Speaker 1: But as we go forward thinking about that, we're also
- 30:51Speaker 1: defining and refining the equity positioning, which is what is
- 30:55Speaker 1: the encapsulated description of this company and the investment opportunity
- 30:59Speaker 1: for buyers, So thinking about how to size their market,
- 31:03Speaker 1: what type of forecasted revenues might make sense UM and
- 31:08Speaker 1: those are and those that part in particular our research
- 31:11Speaker 1: analysts can be helpful with and the company is not
- 31:14Speaker 1: required to commit to specific forecast targets. But the by
- 31:18Speaker 1: side is trying to learn what's reasonable in terms of
- 31:20Speaker 1: the type of revenues and earnings that a company might
- 31:23Speaker 1: produce over time UM and then they also have to analyze.
- 31:26Speaker 1: The by side has to analyze very much, and we
- 31:28Speaker 1: provide our thoughts and help with this. What are the
- 31:31Speaker 1: risks of this investment? What's the downside? What might cause
- 31:34Speaker 1: the company's stock price post IPO to trade down? So
- 31:38Speaker 1: they have to be very thoughtful about that, and and
- 31:40Speaker 1: we not only for the pursuit of being helpful to
- 31:44Speaker 1: the full analysis, we also have regulatory obligations to talk
- 31:47Speaker 1: about anything that could go wrong with an investment. So
- 31:50Speaker 1: when we look at M and A and we look
- 31:52Speaker 1: at I p O s, I p O s typically
- 31:55Speaker 1: involved many different companies helping to bring the target company public.
- 32:00Speaker 1: And I have looked we've all seen books who's in
- 32:03Speaker 1: the prime position on the cover? How often are you
- 32:07Speaker 1: working with multiple peers on the street to help bring
- 32:10Speaker 1: a company public? And what's that process like to coordinate
- 32:14Speaker 1: this with with other bankers UH that are a participating
- 32:18Speaker 1: in the underwriting. So there are a number of parties
- 32:21Speaker 1: typically on an I p O and the lead bank
- 32:24Speaker 1: is called the lead left underwriter, and they're typically orchestrating
- 32:27Speaker 1: the process of of including other banks. Other banks are
- 32:30Speaker 1: included often for research capability, so having just another voice
- 32:34Speaker 1: in the market with a slightly different version of how
- 32:38Speaker 1: this company could be an attractive investment for the buy side.
- 32:41Speaker 1: So it does require great teamwork and as a result,
- 32:45Speaker 1: I know many of my peers quite well across the street.
- 32:48Speaker 1: And when you say lead left, obviously that's the top
- 32:51Speaker 1: left corner of the underwriting prospectives the book that everybody gets,
- 32:55Speaker 1: and then the distribution of other banks are all over
- 32:59Speaker 1: the cover. How much jockeing goes on with that, There
- 33:01Speaker 1: is some jockeying that goes on, and sometimes um, you'll
- 33:05Speaker 1: realize that the lead left is just the most highly
- 33:08Speaker 1: paid bank. And sometimes the cover might have a couple
- 33:11Speaker 1: of banks that are are paid equally, and they might
- 33:13Speaker 1: be alphabetically listed, so there might be client might pick
- 33:16Speaker 1: two banks that they feel equal comfort and capability in.
- 33:20Speaker 1: But ultimately, UM, there are companies also like the I
- 33:24Speaker 1: p O for the opportunity to keep relationships with other
- 33:27Speaker 1: banks that may have provided them with helpful financing over
- 33:31Speaker 1: the course of their history and may look for that
- 33:33Speaker 1: in the future as well. So there are a variety
- 33:35Speaker 1: of reasons that clients like to have more than one
- 33:39Speaker 1: bank on a deal. But it can be sometimes a
- 33:42Speaker 1: lot to orchestrate. But we're quite good at it because
- 33:44Speaker 1: it's it's been the dynamic for sometime. But it does
- 33:47Speaker 1: really require UH the ability to manage a process in
- 33:51Speaker 1: an almost militaristic way UM and have really good communication
- 33:55Speaker 1: across the whole syndicate group. Brought to you by Bank
- 33:58Speaker 1: of America Marylyn Inch, committed to bringing higher finance to
- 34:02Speaker 1: lower carbon named the most innovative investment bank for climate
- 34:05Speaker 1: change and sustainability by the Banker. That's the power of
- 34:09Speaker 1: Global Connections. Bank of America North America Member f D
- 34:13Speaker 1: I C. I'm Barry rid Helts. You're listening to Masters
- 34:16Speaker 1: in Business on Bloomberg Radio. My special guest today is
- 34:19Speaker 1: Chris Ventresca and Liz Myers of JP Morgan. He is
- 34:24Speaker 1: the global co head of Mergers and Acquisitions. Liz is
- 34:28Speaker 1: the head of Global Equity Capital Markets. So let's take
- 34:31Speaker 1: a typical ten billion dollar deal, be it I P
- 34:36Speaker 1: O or M and A or even a smaller deal.
- 34:39Speaker 1: What do these look like? What's the structure look like,
- 34:42Speaker 1: how many people are working on this from from the
- 34:45Speaker 1: bank's perspective, what's actually happening? When okay, everything is green,
- 34:49Speaker 1: let's go forward. What does that look like? Well, I
- 34:53Speaker 1: can start. There's a few different types of examples. I'll
- 34:56Speaker 1: just pick probably the most complex, which is a sale
- 35:00Speaker 1: of a company where the buyer could be anywhere around
- 35:03Speaker 1: the globe. So typically what we'd have is a very
- 35:06Speaker 1: senior team talking with the CEO and the board. So
- 35:09Speaker 1: that could be two or three senior bankers, industry expertise,
- 35:15Speaker 1: M and a expertise just relationship, maybe in a particular
- 35:19Speaker 1: country where that company is located, and that senior team,
- 35:23Speaker 1: which hopefully has built a decades plus long relationship and
- 35:27Speaker 1: knows that company extremely well. Well. Then add a couple
- 35:30Speaker 1: of layers below our title structures the team right out
- 35:35Speaker 1: of college. The undergraduates or analysts NBA equivalent types are
- 35:40Speaker 1: called associates. The vice presidents, executive directors, and managing directors
- 35:45Speaker 1: the most senior, and there's usually one person in each
- 35:48Speaker 1: of those levels. The more junior part of the team
- 35:50Speaker 1: is and saying, Okay, we have this idea that maybe
- 35:52Speaker 1: this company has decided that it's prospects are better to
- 35:57Speaker 1: sell themselves than what they can do on their own.
- 35:59Speaker 1: What what is the value where the business plan. Let's
- 36:01Speaker 1: create a financial model that takes their business plan over
- 36:05Speaker 1: many years into the future, maybe runs it to a
- 36:08Speaker 1: discount of cash flow or looks at other comfortable So
- 36:10Speaker 1: there's an analytical part of the job that a core
- 36:14Speaker 1: part of that team is working on fine tuning, working
- 36:17Speaker 1: with the clients, spending time with the client, asking diligence questions,
- 36:21Speaker 1: understanding all the assumptions, and ultimately that team, from from
- 36:25Speaker 1: the most junior to the most senior, forms a point
- 36:28Speaker 1: of view is that your business plan or what you
- 36:30Speaker 1: think you're able to deliver is worth I'll make up
- 36:32Speaker 1: a number a hundred dollars a show, and maybe we
- 36:36Speaker 1: then assess where the stock price trading, and we assess
- 36:39Speaker 1: is that good enough? Is that enough for our shareholders
- 36:42Speaker 1: or is there someone out there that could see us
- 36:44Speaker 1: in a different way that may pay us on your
- 36:47Speaker 1: fifty dollars a share and is that a good idea
- 36:49Speaker 1: for our shareholders to to do that. So there's that
- 36:51Speaker 1: first part of the team that's kind of internally working
- 36:54Speaker 1: with the client and then there's the question that's often
- 36:57Speaker 1: in the boardroom with the most senior bankers advising, saying, okay,
- 37:01Speaker 1: what is the next step? Here? Are there people around
- 37:04Speaker 1: the globe that may value your business more than you're
- 37:06Speaker 1: able to deliver on your own. And then our global
- 37:09Speaker 1: franchise plays right into that strength of understanding companies around
- 37:14Speaker 1: the globe, having senior bankers sitting in countries around the globe,
- 37:18Speaker 1: and in a confidential way, extend that team to include
- 37:22Speaker 1: that right level of expertise. You know who in Asia,
- 37:25Speaker 1: who in Europe, who in Latin America, who in the
- 37:28Speaker 1: US or Canada may make sense as an owner of
- 37:31Speaker 1: this business. Let's talk about that with our client in
- 37:33Speaker 1: a very thoughtful way, because we know those folks and
- 37:36Speaker 1: we know how they view a business like us, and
- 37:39Speaker 1: we probably have history around their credibility or ability to pay.
- 37:42Speaker 1: And let's get the approval with the board's blessing to
- 37:44Speaker 1: say okay, let's run a cell side process. Um. So
- 37:48Speaker 1: that team really depends on the type of project I
- 37:51Speaker 1: just described. Something that's a very global team. There's kind
- 37:54Speaker 1: of a core team working closely with the client that
- 37:56Speaker 1: extends globally for the benefit of the client, so that
- 37:59Speaker 1: we may be able to introduce them to a buyer
- 38:01Speaker 1: that's in a part of the world they've never thought
- 38:03Speaker 1: about or never been to, but because we know a
- 38:06Speaker 1: client there, we kind of have a sense of what's
- 38:08Speaker 1: interesting to them. We create that introduction and we're able
- 38:11Speaker 1: to have them visit and have a local banker in
- 38:13Speaker 1: market maybe perform that introduction. And the team therefore could
- 38:19Speaker 1: range from three four, five to you know, depending on
- 38:23Speaker 1: the complexity, and that's really just as people or can
- 38:28Speaker 1: they can generally speaking, and if you if you end
- 38:31Speaker 1: up them branching off into different types of transactions where
- 38:35Speaker 1: maybe there's acquisition financing is needed and there's different ways
- 38:39Speaker 1: to do that financing, bid bank financing, bond financing, investment
- 38:44Speaker 1: grade bond, high grade, high yield bonds, a different set
- 38:46Speaker 1: of expertise is needed. Or maybe that's a cross border
- 38:49Speaker 1: deal where you need to pay in Euros and you're
- 38:53Speaker 1: a dollar denominated company, so we'll have FX specialists become
- 38:57Speaker 1: part of that deal team to explain are we able
- 39:00Speaker 1: hedge this, what instruments are in place for us to
- 39:03Speaker 1: de risk the transaction using potential you know, interest rate
- 39:07Speaker 1: or foreign exchange type edges. So again, one or two
- 39:10Speaker 1: or so people could get at it confidentially into that
- 39:12Speaker 1: team to work with the client because that's their specialty
- 39:15Speaker 1: and they can then you know, have the benefit of
- 39:18Speaker 1: talking with the client about that. So these teams could
- 39:20Speaker 1: grow depending on the topic and depending on the level
- 39:24Speaker 1: of complexity. And I'm assuming that each of these people
- 39:26Speaker 1: are working with a a cohort on the corporate side,
- 39:31Speaker 1: be it the CFO, the CEO, or whoever their team
- 39:34Speaker 1: is is putting together. So there's probably, uh, my assumption
- 39:38Speaker 1: is there's a lot of bodies being thrown at a
- 39:40Speaker 1: at a pretty big deal on both sides of the table,
- 39:43Speaker 1: the company side and the bank side, and correct and
- 39:46Speaker 1: depending on the nature of the deal. There are situations
- 39:50Speaker 1: where confidentiality is so important it would be very disruptive
- 39:55Speaker 1: to that client's business if there was a rumor, if
- 39:59Speaker 1: it aim known to the employees or customers as suppliers
- 40:02Speaker 1: that they were considering something before they actually had it
- 40:04Speaker 1: in hand. So there are situations where they will work
- 40:07Speaker 1: with us exclusively and will commit and they'll commit even
- 40:11Speaker 1: as a senior management team, not to go too deep
- 40:13Speaker 1: in their own organization and we'll do the same as
- 40:16Speaker 1: small tighter group as possible, and again that may just
- 40:19Speaker 1: be a handful of people that are working in that
- 40:21Speaker 1: case for the the logic again of let's keep this
- 40:25Speaker 1: as tight as possible, because the sense of there are
- 40:27Speaker 1: other situations where a company decided to sell themselves and
- 40:30Speaker 1: because they realize they need a lot of help of
- 40:32Speaker 1: their own internal people may announce publicly we're reviewing strategic alternatives,
- 40:36Speaker 1: including a sale, so they've publicly told the world and
- 40:39Speaker 1: their employee base that's happening. That's obviously a little easier,
- 40:42Speaker 1: easier than it's a little less sensitive, and the teams
- 40:45Speaker 1: could be larger in cases like that. You're nodding your head, yes, Liz,
- 40:48Speaker 1: is it. Do you see some similar sort of teams
- 40:52Speaker 1: working between companies and the bank? And I assume you
- 40:56Speaker 1: don't have the same need at least in the I
- 40:58Speaker 1: p O space of secrecy. But what about the add
- 41:01Speaker 1: ons and the syndicates, things like that where it could
- 41:05Speaker 1: be disruptive if it leaks out early, Hey, we just
- 41:07Speaker 1: did an IPO when there's another of stop hitting the market,
- 41:11Speaker 1: how do you deal with that? You're absolutely right, the
- 41:13Speaker 1: team for an I p O and the stage in
- 41:16Speaker 1: which the broader group would be included, would be much
- 41:19Speaker 1: earlier because you maybe filing a public perspectus and you're
- 41:22Speaker 1: you would want your salesforce to be aware that this
- 41:25Speaker 1: deal was coming in let's say a few months UM.
- 41:28Speaker 1: So we think of it as in our group, there
- 41:30Speaker 1: are four to five people in the equity capital markets
- 41:34Speaker 1: group that would work on any transaction, and a similar
- 41:36Speaker 1: number of people in the industry coverage, relationship banking area.
- 41:41Speaker 1: We also have a research analyst who if it's an
- 41:43Speaker 1: I p O maybe has a has a team of
- 41:45Speaker 1: one or two people joining them. They would be involved
- 41:49Speaker 1: much earlier in the process and would help us UM
- 41:52Speaker 1: and we would help them get up to speed on
- 41:54Speaker 1: the on the story. They would spend a lot of
- 41:56Speaker 1: time interfacing with the issuer client and really developing their analysis,
- 42:01Speaker 1: forecast positioning of the company. They would be doing that independently. UM.
- 42:07Speaker 1: Then we have the salesforce who gets involved all over
- 42:10Speaker 1: the world. So that's a much more significant group. And
- 42:13Speaker 1: to your point, if you are doing a public equity
- 42:16Speaker 1: a public company's equity ray is a follow on for
- 42:19Speaker 1: let's say acquisition or debt reduction, etcetera. That's something we
- 42:24Speaker 1: would keep the information on we call it on our
- 42:27Speaker 1: side of the wall, So just the equity capital markets
- 42:30Speaker 1: professionals and the and the bankers and the research analysts
- 42:33Speaker 1: would be told only right before the transaction is ready
- 42:36Speaker 1: to be launched, so they have a couple of hours
- 42:38Speaker 1: to prepare, but ultimately they're going in and we're leveraging
- 42:41Speaker 1: their historic knowledge of the company. Um, and so it's
- 42:44Speaker 1: kept very much on the inside of the wall in
- 42:47Speaker 1: those circumstances, and the salesforce would find out at the
- 42:50Speaker 1: exact same time as the rest of the public market.
- 42:53Speaker 1: So um, it's it's definitely a divided environment when you
- 42:57Speaker 1: have a public company issuing equity. You mentioned in the
- 43:00Speaker 1: lead time. I've gone to a number of road shows
- 43:04Speaker 1: pre I p O and some of them are pretty
- 43:07Speaker 1: straightforward affairs where it's relatively um, just nuts and bolts,
- 43:12Speaker 1: and others are very flashy, you know, whiz bang presentations.
- 43:17Speaker 1: What this is sort of an on the fly question.
- 43:20Speaker 1: What goes into creating that? Who drives those decisions? I mean,
- 43:25Speaker 1: obviously if it's a company like Tesla or somebody that's
- 43:29Speaker 1: flashy and and and very forward tech, might be a
- 43:33Speaker 1: different presentation than a sort of uh, just running the
- 43:37Speaker 1: mill plane fintech sort of company. But but how is
- 43:41Speaker 1: that process put together? How are these road shows assembled?
- 43:45Speaker 1: And how again another personnel question, how many bodies are
- 43:49Speaker 1: thrown at these things? Right? So I would say there's
- 43:52Speaker 1: there's a little bit of a culture by industry around
- 43:54Speaker 1: how flashy as you would say, an I p O
- 43:57Speaker 1: launch might look um and so that's that can vary
- 44:00Speaker 1: by sector. But ultimately what you're looking to do is
- 44:03Speaker 1: make sure you're getting significant visibility for the deal. And
- 44:06Speaker 1: I always say a good deal sells itself and you
- 44:08Speaker 1: don't need the flash to be able to get the eyeballs.
- 44:11Speaker 1: Is if the financial profile of the company and their
- 44:15Speaker 1: leadership in their sectors is notable, the eyes will find
- 44:17Speaker 1: them without too much effort on our part. Some clients
- 44:20Speaker 1: just have a culture um as an issue where client
- 44:23Speaker 1: have a culture of a more um flashy persona and
- 44:26Speaker 1: they enjoy the splash of leveraging the I p O
- 44:28Speaker 1: event to actually increase visibility from a cut from their
- 44:31Speaker 1: customers perspective. UM. So it's kind of a free media
- 44:35Speaker 1: event and we'll see the New York Stock Exchange in
- 44:37Speaker 1: the NASDAQ also contribute resources to help in that regard
- 44:41Speaker 1: when when we're doing an I p O. UM, But
- 44:43Speaker 1: ultimately it's it's really about the quality of the story
- 44:46Speaker 1: and does the valuation make sense, And that's what really
- 44:49Speaker 1: drives how subscribe something is and what sort of interest
- 44:52Speaker 1: there is on the street. I did blow through so
- 44:56Speaker 1: many questions I want to UM, I want to just
- 44:58Speaker 1: go back and take look at a few we missed
- 45:01Speaker 1: before I get to the the standard ones. UM. You
- 45:06Speaker 1: mentioned aftermarket performance and add on what what what determines
- 45:12Speaker 1: whether a company does UH poorly or well in the
- 45:16Speaker 1: aftermarket and the one that really stands out, UM, And
- 45:21Speaker 1: I don't want to ask specific questions, but you know,
- 45:23Speaker 1: the Facebook IPA was widely considered a flop. They had
- 45:27Speaker 1: the technical problems, the stock traded down afterwards, and then
- 45:31Speaker 1: they had I think it was about nine months later
- 45:34Speaker 1: they had their mobile announcements, and there's been no looking back.
- 45:37Speaker 1: The stock has gone straight up, straight up. When you
- 45:41Speaker 1: look at an I p O like that, what is
- 45:44Speaker 1: it that makes any given I p O successful or
- 45:47Speaker 1: less successful? And and was that kind of a unique
- 45:50Speaker 1: one off situation at Facebook? Because I think it looked
- 45:53Speaker 1: like especially giving this nephew with NASDAC. It looked like
- 45:57Speaker 1: that had a couple of one off issues. I wouldn't
- 46:00Speaker 1: take Facebook as the right case study for thinking about
- 46:02Speaker 1: what drives the right aftermarket because there were some technical issues.
- 46:06Speaker 1: As you point out that we're pretty unique to that situation.
- 46:09Speaker 1: I think as a general matter, overall demand combined with
- 46:13Speaker 1: allocation strategy is what drives the aftermarket, and they're intricately related.
- 46:18Speaker 1: What is allocation strategy? So allocation strategy means you have
- 46:22Speaker 1: a list of let's say a hundred and fifty accounts
- 46:24Speaker 1: that have come into an I p O and you
- 46:26Speaker 1: have X amount of stock to distribute amongst all of them.
- 46:29Speaker 1: So that's a very as not an automated process. It's
- 46:33Speaker 1: very manual and it's very um conversation based where we're
- 46:37Speaker 1: really putting together a lot of information. It might include
- 46:40Speaker 1: feedback from the issuer client about how they felt that
- 46:43Speaker 1: client that investor understood their business um. We also will
- 46:48Speaker 1: factor in what price limits an investor might have placed
- 46:51Speaker 1: around their order. That may, depending on where the deal
- 46:54Speaker 1: is priced, may exclude them from even being eligible for
- 46:56Speaker 1: an allocation if it's if the the arket clearing prices
- 47:01Speaker 1: above where their limit was for example. But ultimately, what
- 47:04Speaker 1: we're really trying to do is have a deal that's
- 47:07Speaker 1: an average sized deal. You were shooting for a multiple
- 47:09Speaker 1: time subscription, so you have excess demand versus the amount
- 47:13Speaker 1: of shares and their scarcity value, and that demand tension
- 47:15Speaker 1: helps with the aftermarket and the strategy of allocation is
- 47:19Speaker 1: to allocate less than what an investor would ideally like,
- 47:22Speaker 1: but enough to be meaningful so that the resulting dynamic
- 47:25Speaker 1: is they go and round out their allocation in the aftermarket.
- 47:29Speaker 1: So they're looking to fulfill the demand they placed with
- 47:32Speaker 1: us in the aftermarket as well as through a partial
- 47:35Speaker 1: partial placement by US shares directly from the I p O.
- 47:39Speaker 1: So this process sounds subjective and very much more art
- 47:44Speaker 1: than science. Is that is that a fair way to
- 47:46Speaker 1: describe that. Let's say it's a fair way, and we
- 47:48Speaker 1: do it with great thought and and conservative approach and
- 47:52Speaker 1: an inclusive approach as we think about what our issuers
- 47:56Speaker 1: interests and preferences are. But ultimately, i'd say issuer and
- 48:00Speaker 1: underwriter's preferences are always aligned to have a positive aftermarket
- 48:03Speaker 1: so that this event of of bringing buyer and seller
- 48:06Speaker 1: together results in a long term partnership. So before I
- 48:10Speaker 1: jump back to the m and A side of it,
- 48:13Speaker 1: there's always seems to be a battle between do we
- 48:17Speaker 1: price it high and maximize dollars to the company, or
- 48:21Speaker 1: do we price it a little lower so that there's
- 48:25Speaker 1: more participation and over the long haul it seems to
- 48:28Speaker 1: work out better. How is that dynamic tension resolved? Again,
- 48:33Speaker 1: it sounds like it's more art than science. So that
- 48:36Speaker 1: can either be an easy conversation or a multiple hour
- 48:40Speaker 1: conversation depending on the circumstances and the complexion of the
- 48:44Speaker 1: order book. So sometimes it's very clear from just showing
- 48:47Speaker 1: the order book to an issuer client that the market
- 48:50Speaker 1: clearing price is top of the range or middle of
- 48:53Speaker 1: the range, for example. UM some issuers will ask what
- 48:57Speaker 1: would it look like if I priced the deal a
- 48:58Speaker 1: dollar higher, And so we have to try to interpolate
- 49:02Speaker 1: from the data we have what that might mean in
- 49:04Speaker 1: terms of aftermarket performance. So we'll give some guidance which
- 49:07Speaker 1: is just our best estimates for what that change might mean.
- 49:11Speaker 1: But we can for sure show them what accounts would
- 49:14Speaker 1: drop out of the book, and so what would their
- 49:16Speaker 1: subscription level reduced to if they push price higher? For example, um.
- 49:21Speaker 1: So sometimes there is some nuances and maybe a dollar
- 49:24Speaker 1: a dollar difference is hard to ascertain a meaningful difference
- 49:28Speaker 1: in the aftermarket, and sometimes it's extremely clear where you
- 49:31Speaker 1: may have an order book where if you went one
- 49:33Speaker 1: dollar higher you would lose half the order. So you
- 49:35Speaker 1: have a lot of visibility when people say, oh, you
- 49:38Speaker 1: know they price that too low. They left all this
- 49:40Speaker 1: money on the table. You really don't know what's out
- 49:43Speaker 1: there aftermarket, but you could see what the immediate demand is.
- 49:47Speaker 1: So you're really working within a framework that's at least
- 49:51Speaker 1: on the I p O pricing that seems to be
- 49:55Speaker 1: a little more science than art. Beyond that is I
- 49:58Speaker 1: guess where the art comes in. Is that a their
- 50:00Speaker 1: way to describe exactly And we're never solving for just
- 50:03Speaker 1: how to allocate the stock for that moment. We're solving
- 50:06Speaker 1: for making sure that the deal trades well so that
- 50:08Speaker 1: the company's reputation is enhanced by this event rather than
- 50:12Speaker 1: hurt by it. So it's it's not just about maxing
- 50:15Speaker 1: what you generate from the underwriting. There's always a balance, right,
- 50:19Speaker 1: We're we're looking to optimize price. So the issue where
- 50:21Speaker 1: gets the absolute most proceeds that we can deliver while
- 50:25Speaker 1: still having the stock trade well in the aftermarket. That's
- 50:27Speaker 1: the magic number, and there's going to be some trade
- 50:30Speaker 1: offs between the two of those. You could take something
- 50:33Speaker 1: perhaps generate a little more underwriting income to the company,
- 50:37Speaker 1: but at at a cost of how well it trades
- 50:40Speaker 1: after right, we might do We could have a situation
- 50:42Speaker 1: where we've created more proceeds by moving price let's say
- 50:45Speaker 1: a dollar a share, but then the aftermarket doesn't trade
- 50:48Speaker 1: as well. And if you think about in an I
- 50:49Speaker 1: p O typically depends on the circumstance of the region.
- 50:53Speaker 1: Let's say in the U S. A typical I p
- 50:54Speaker 1: O might be of the company. You don't want to
- 50:57Speaker 1: lose value for that other percent by focusing too much
- 51:03Speaker 1: on proceeds realized on moment one. So there's some art
- 51:08Speaker 1: and science to pricing I p O. I always look
- 51:11Speaker 1: at at acquisitions or sales of companies as more of
- 51:16Speaker 1: a poker game where you're playing against a number of
- 51:19Speaker 1: other players, potential other bidders. What's it like when you're
- 51:23Speaker 1: in the midst of trying to acquire a company and
- 51:27Speaker 1: another buyer comes along and throws a bid in uh
- 51:31Speaker 1: and sort of toss as a monkey wrench at what
- 51:34Speaker 1: you have going. Let me let me first link back
- 51:37Speaker 1: to what List said, because there's a very interesting analogy
- 51:40Speaker 1: in M and A. When you're doing a deal as
- 51:42Speaker 1: a target for all stock, or maybe it's half stock
- 51:46Speaker 1: and half cash with an acquirer, so a more merger
- 51:49Speaker 1: like deal. This same tension happens when I'm on the
- 51:52Speaker 1: cell side. If I get a greater and greater premium,
- 51:55Speaker 1: if I extract from that buyer a higher and higher price,
- 51:59Speaker 1: the odds are Aventually there's a price where that buyer's
- 52:01Speaker 1: shareholders are not going to like the deal, and that
- 52:04Speaker 1: buyers stock is going to go down. So the equity
- 52:07Speaker 1: they're giving me in the M and A deal may
- 52:09Speaker 1: go down in value if I extract too much out
- 52:12Speaker 1: of them. So you're always trying to find very similar
- 52:14Speaker 1: in pricing of an I p O this equilibrium where
- 52:17Speaker 1: I'm getting enough upfront value while being cognizant of the
- 52:21Speaker 1: fact that I may be playing a longer term value
- 52:24Speaker 1: game and therefore the importance of how that equity trades
- 52:28Speaker 1: after announcement is key. So we do have that same
- 52:31Speaker 1: struggle and debate very often about upfront premium verse wouldn't
- 52:35Speaker 1: it be great if we took this equity and the
- 52:37Speaker 1: buyer stock went up so that the premium grows post announcement.
- 52:42Speaker 1: And I do think there's some similar dynamics happening on
- 52:45Speaker 1: the M and a deal and your question of when
- 52:47Speaker 1: another bidder shows up. What we try extremely hard to
- 52:50Speaker 1: do upfront. If we're on the acquisition side with the
- 52:54Speaker 1: client and we made the first move, we've publicly announced
- 52:57Speaker 1: an acquisition at a price, it's a price we feel
- 53:00Speaker 1: good about. We would have gotten bored approval, the other
- 53:02Speaker 1: side would have agreed to it potentially, and someone comes
- 53:05Speaker 1: along and offers a higher price, we would have done
- 53:09Speaker 1: the work up front to understand how much value were
- 53:11Speaker 1: we creating in this deal, how much cushion did we have.
- 53:16Speaker 1: Think about that in advance, so you don't get deal
- 53:18Speaker 1: fever and you try to chase something that may not
- 53:21Speaker 1: be economic. Try to create some ground rules upfront about
- 53:24Speaker 1: at this price or above it starts to not make
- 53:28Speaker 1: sense for our shareholders and we should walk away. And
- 53:30Speaker 1: if someone wants to pay above that, well, good for them,
- 53:33Speaker 1: but that's not in the best inswer for our shares
- 53:35Speaker 1: as will let them win. It's like any auction, you
- 53:37Speaker 1: have to know in advance what your limited raising you
- 53:41Speaker 1: paddle once across is that and what's also happened very
- 53:43Speaker 1: interesting in them and a in the last year or
- 53:45Speaker 1: two especially, is certainty of getting to closing has become
- 53:49Speaker 1: extremely important, almost as much, if not more than just
- 53:53Speaker 1: that upfront purchase price. For example, if I'm on the
- 53:57Speaker 1: cell side of a deal and I agreed to a price,
- 54:00Speaker 1: and I think it can get to the finish line,
- 54:01Speaker 1: meaning through regulatory approval or sharehold approval, and someone else
- 54:05Speaker 1: shows up at a higher price, but let's say, for example,
- 54:07Speaker 1: they have regulatory risk. Am I willing to forego the
- 54:12Speaker 1: lower price that's very certain and take the higher price,
- 54:15Speaker 1: But it has a lot of risk. It's very disruptive,
- 54:17Speaker 1: as you know, to announce a deal in twelve or
- 54:19Speaker 1: eighteen months later find out it can't close regulatory reasons.
- 54:22Speaker 1: And we've seen a few of these exactly a couple
- 54:23Speaker 1: of years, and it's been a huge surprise. So part
- 54:26Speaker 1: of the dialogue we have with our clients, both on
- 54:29Speaker 1: the Cell side and evaluating two bidders that we may
- 54:32Speaker 1: be presented with is the certainty of those bids and
- 54:35Speaker 1: when we're on the buy side, understanding what we're competing against.
- 54:38Speaker 1: There was an interesting deal a year ago that we
- 54:40Speaker 1: had worked on for Dollar Try. We made an acquisition
- 54:43Speaker 1: of Family Dollar, and Dollar General came out and put
- 54:46Speaker 1: out a higher bid, but it was deemed that on
- 54:49Speaker 1: our side, the Dollar Try side, that our bid was
- 54:51Speaker 1: more certain we had less regulatory risks, so we stuck
- 54:54Speaker 1: with our quote, lower bid, and ultimately the board of
- 54:57Speaker 1: the target saw the same thing we saw and ultimately
- 55:01Speaker 1: signed up our deal and kept with it, and that
- 55:03Speaker 1: deal did close eventually successfully. So boards have to weigh
- 55:07Speaker 1: this tension between certainty of getting to the closing verse
- 55:11Speaker 1: up from purchase price, and again we deal with that
- 55:13Speaker 1: on both sides. You reference regulatory risk. Everybody on the
- 55:18Speaker 1: street has been complaining about changes from Dodd Frank and
- 55:21Speaker 1: how regulations have impacted. It sounds like, at least in
- 55:25Speaker 1: the examples you're giving, this is really just another factor
- 55:29Speaker 1: in the giant calculus calculus of will the deal get done?
- 55:33Speaker 1: What does this mean for this bid and this bidder
- 55:36Speaker 1: versus someone else? What's been the impact of these regulatory
- 55:41Speaker 1: changes post crisis on I, P, O, S and M
- 55:44Speaker 1: and A S. I know that we had some loosening
- 55:47Speaker 1: in the Jobs Act, at least in terms of crowdsourcing
- 55:50Speaker 1: and other things. How have the regulatory changes impacted um A,
- 55:56Speaker 1: the odds of getting a deal done or an IPO done,
- 56:00Speaker 1: and be the desire of people to either go public
- 56:03Speaker 1: or stay private quickly on the on the M and
- 56:06Speaker 1: A side, Just to continue the theme of the analysis
- 56:09Speaker 1: that goes into that is as deep and including many
- 56:14Speaker 1: outside experts and lawyers up front. Before you make that announcement,
- 56:19Speaker 1: you have done your homework and assessed as best you can,
- 56:22Speaker 1: even though it's imperfect the odds of success. So certainly
- 56:25Speaker 1: compared to five plus years ago, companies when they announced
- 56:29Speaker 1: a deal today have done much more work with outside experts,
- 56:33Speaker 1: evaluating the regulatory risk, what things may need to be divested,
- 56:37Speaker 1: if they had to agree to get a deal done,
- 56:39Speaker 1: what's the impact. So then we're announcing the deals, they're
- 56:42Speaker 1: certainly smarter, but there are still, as we've seen a
- 56:45Speaker 1: great deal of uncertainty and risk that goes into it.
- 56:48Speaker 1: And there's then that debate is it worth it is
- 56:51Speaker 1: if I'm the seller, is the price high enough for
- 56:53Speaker 1: my shareholders that if this unwinds twelve months from now
- 56:57Speaker 1: or eighteen months, and the ripple effect, which is only
- 57:00Speaker 1: negative of having a failed deal. You know, how can
- 57:03Speaker 1: I manage that and how can I plan for that
- 57:05Speaker 1: contingency with my employee base to keep them retained and
- 57:08Speaker 1: keep them around in case that event happens. All that
- 57:11Speaker 1: is much more thoughtfully considered in today's market than certainly
- 57:15Speaker 1: five That's quite fascinating. What are you see on the
- 57:19Speaker 1: I p O side? So very you mentioned the Jobs Act,
- 57:21Speaker 1: which I think has been a very helpful and productive
- 57:24Speaker 1: new regulation that has allowed companies who are considering a
- 57:28Speaker 1: U S I p O to be able to test
- 57:30Speaker 1: the waters a little bit and get some feedback from investors,
- 57:33Speaker 1: which historically had been prevented until a red herring was filed.
- 57:37Speaker 1: And by that point, you're putting a price range on
- 57:39Speaker 1: the cover, and you right, you're having to make a
- 57:42Speaker 1: lot of decisions without perfect information. And while investors are
- 57:46Speaker 1: never going to provide you perfect information, the environment is
- 57:49Speaker 1: is definitely more constructive from that perspective, and that is
- 57:52Speaker 1: more reflective of actually the global capital markets, is that
- 57:55Speaker 1: overseas in Europe and Asia, there's a much more accommodative
- 58:00Speaker 1: There historically have been a much more accommodative environment as
- 58:03Speaker 1: it related to pre marketing deals, educating investors, and soliciting
- 58:07Speaker 1: feedback around what price the market might bear. So I
- 58:12Speaker 1: know I only have you for a finite amount of time.
- 58:14Speaker 1: You guys both have busy jobs. So let me jump
- 58:17Speaker 1: into some of my favorite standard podcast questions. I asked
- 58:22Speaker 1: all my guests, UM, you we talked about your your
- 58:26Speaker 1: back educational backgrounds and how they led to the financial
- 58:29Speaker 1: services industry. Let's let's talk about mentors who have you
- 58:33Speaker 1: each worked with in the past that have mentored your
- 58:36Speaker 1: career along well. I've I've always had wonderful bosses at
- 58:40Speaker 1: JP Morgan over the years, and I think there isn't
- 58:44Speaker 1: one of us who isn't very inspired by our leader,
- 58:47Speaker 1: Jamie Diamond, both as someone to work with and to
- 58:49Speaker 1: learn from. That our late vice chairman Jimmy Lee was
- 58:52Speaker 1: one of my big mentors and sponsors more recently in
- 58:56Speaker 1: my career, and I've also been inspired, i would say mentor,
- 59:00Speaker 1: but inspired by other business leaders like a Warren Buffett
- 59:04Speaker 1: for example. Um. And then you know, going back early
- 59:07Speaker 1: to growing up, I think my parents mentored me about
- 59:09Speaker 1: the value of hard work and the desired who try
- 59:14Speaker 1: to get your own seat at the table. That sounds
- 59:17Speaker 1: pretty reasonable, Chris, how about you who are mentors in
- 59:19Speaker 1: your career? Very similar echo Lizzes comments. But for me,
- 59:23Speaker 1: because I went through a career transition and was effectively
- 59:26Speaker 1: a mobility candidate from a computer programming job into a
- 59:30Speaker 1: banking job getting my MBA at night while working, I
- 59:34Speaker 1: needed to have and luckily did have extremely understanding managers
- 59:37Speaker 1: at the time that were willing to invest in me
- 59:41Speaker 1: allow me to do that transition, you know, go from
- 59:44Speaker 1: point A to point B to point C. So again,
- 59:46Speaker 1: early on in my career have always had terrific managers
- 59:49Speaker 1: who kind of were thinking about the long term career path.
- 59:53Speaker 1: And at JP Morgan again, I've been surrounded by those
- 59:55Speaker 1: folks really throughout my give names who who who moved
- 59:58Speaker 1: your career forward. So i'd that first phase when I
- 1:00:01Speaker 1: when I moved from uh, the computer programming job into
- 1:00:06Speaker 1: an intermediate step that was directly with the bankers. Donald
- 1:00:08Speaker 1: Larson was a was a terrific manager of mine, and
- 1:00:12Speaker 1: she also was getting her m b A at n
- 1:00:16Speaker 1: y U and understood that process and the rigor of
- 1:00:19Speaker 1: balancing your day job while getting her MBA at night.
- 1:00:22Speaker 1: So when we had that discussion and raised it, she
- 1:00:25Speaker 1: was a big fan and supporter of yes, you can
- 1:00:26Speaker 1: do it. Yes, I'll help you do it. I'll give you,
- 1:00:29Speaker 1: you know, all the support you need. Um. Then, when
- 1:00:32Speaker 1: I transitioned from you know, that part of my career
- 1:00:35Speaker 1: into the M and A group, there were two folks
- 1:00:38Speaker 1: that I always think about when I was again a
- 1:00:40Speaker 1: young associate now finally transferred, you know, as an investment
- 1:00:44Speaker 1: banker sitting in the M and A group, The one
- 1:00:47Speaker 1: that taught me the most about M and A skills
- 1:00:50Speaker 1: and what does it mean to be a world class
- 1:00:52Speaker 1: M and A banker and valus was Jimmy Elliott, who's
- 1:00:54Speaker 1: getting a long time ahead of our head of our
- 1:00:56Speaker 1: group now retired, but his rigor around the analytics and
- 1:01:02Speaker 1: the skill set and almost the science part of the job,
- 1:01:06Speaker 1: as well as being able to express a point of
- 1:01:08Speaker 1: view in a clear kind of bold way, you know,
- 1:01:11Speaker 1: those things are always kind of resonate with me. And
- 1:01:14Speaker 1: then the first client banker I ever worked with, Henry
- 1:01:16Speaker 1: harnisch Feger, who's still at JP Morgan today covering our
- 1:01:20Speaker 1: our metals business and clients globally, taught me everything, how
- 1:01:24Speaker 1: to be a great client executive and a salesperson, how
- 1:01:27Speaker 1: to how to deliver and create great advice to a
- 1:01:31Speaker 1: CEO or a board, how to build rapport, how to
- 1:01:33Speaker 1: create that chemistry naturally, and just watching him from a
- 1:01:36Speaker 1: young age, just very naturally build trust with a client
- 1:01:41Speaker 1: you know, and how to establish world class relationships. You know,
- 1:01:43Speaker 1: still sticks with me today and Chris and I still
- 1:01:45Speaker 1: have the same boss, Carlos Hernandez, who runs our global
- 1:01:48Speaker 1: investment banking franchise, who's had a background both in markets
- 1:01:52Speaker 1: and on the advisory side, and it is great fun
- 1:01:55Speaker 1: to work with and has mentored many of us for years,
- 1:01:58Speaker 1: and he has a style as imagined. Liz and I
- 1:02:00Speaker 1: are part of Carlos's management team and really has brought
- 1:02:04Speaker 1: you know, the hallmarker JP morgan is and culture and
- 1:02:07Speaker 1: conduct and teamwork and partnership and the ability of all
- 1:02:10Speaker 1: of us to sit around a table, share ideas, best practices,
- 1:02:13Speaker 1: work together as one cohesive team under his leadership has
- 1:02:16Speaker 1: been really phenomenal last couple of years. But Liz, you
- 1:02:19Speaker 1: mentioned one Buffett any other investors stand out as as
- 1:02:23Speaker 1: having influenced the way you think about underwriting. I P. O.
- 1:02:27Speaker 1: S and and other things. Well, I think of my
- 1:02:30Speaker 1: mentorship by investors is is really fluid and organic. I'm
- 1:02:34Speaker 1: meeting with different investors across the globe every week, and
- 1:02:38Speaker 1: it's interesting to see their perspectives as they manage through
- 1:02:42Speaker 1: sometimes turbulent times. So I wouldn't I wouldn't want to
- 1:02:45Speaker 1: favor any one or the other, but it's it's it's
- 1:02:48Speaker 1: so critically important for me to be able to be
- 1:02:50Speaker 1: in close touch with that community and seeing really the
- 1:02:53Speaker 1: struggles and the successes that they have, learning why they
- 1:02:57Speaker 1: have more cash in reserve at a particular time. I'm
- 1:03:00Speaker 1: and thinking about what deals really made money for them,
- 1:03:03Speaker 1: what deals did they find very challenged um and just
- 1:03:07Speaker 1: finding better ways to deliver good quality product to that community.
- 1:03:11Speaker 1: And let's talk about books. This seems to be the
- 1:03:14Speaker 1: section that segment that everybody is so enthralled with. What
- 1:03:19Speaker 1: are some of your favorite books, be they fiction or nonfiction,
- 1:03:22Speaker 1: investing related or or rodorant general interest. Well, I don't
- 1:03:28Speaker 1: know if these are my favorite books, but I can
- 1:03:29Speaker 1: tell you what I'm reading right now. So I've been
- 1:03:32Speaker 1: interested lately in just thinking about a little bit in
- 1:03:35Speaker 1: the neuroscience topic. So have two books going that sort
- 1:03:38Speaker 1: of loosely relate to that. One is actually written by
- 1:03:41Speaker 1: a neuroscientist, UM Francis Jensen, about the teenage brain. So
- 1:03:45Speaker 1: I have kids that are growing up and thinking about
- 1:03:48Speaker 1: how do their thought processes evolve as they mature as
- 1:03:51Speaker 1: human beings, And there's a lot more to learn about
- 1:03:53Speaker 1: that today, um than there used to be. Is that?
- 1:03:56Speaker 1: Is that what that's called teenage the teenage brain, the
- 1:03:59Speaker 1: teenage brain, and and there's a long subtitle to it,
- 1:04:02Speaker 1: but it's been interesting to read. And then am I
- 1:04:05Speaker 1: correct in saying My wife is a teacher and says
- 1:04:08Speaker 1: they're not done cooking yet, Not not at eighteen, not
- 1:04:11Speaker 1: at college. I think it's something like twenty three or
- 1:04:13Speaker 1: twenty five. The brain is still evolving, It's for sure
- 1:04:16Speaker 1: at eighteen it's not done. So I would say that
- 1:04:19Speaker 1: it's it sounds like they're even some data that would
- 1:04:24Speaker 1: indicate even up to the age of thirty there will
- 1:04:26Speaker 1: be still changes that are evolving. And also that the
- 1:04:29Speaker 1: brain changes with life experiences, which I hadn't reflected on
- 1:04:33Speaker 1: a lot previously. And then I'm just reading a book
- 1:04:35Speaker 1: called The Art of Critical Thinking, UM, which is really
- 1:04:38Speaker 1: about refining your decision making and thinking about how not
- 1:04:41Speaker 1: to fall into the traps of human nature. Who's the
- 1:04:45Speaker 1: author of that, Ralph de Belly, Ralph de Belly. And
- 1:04:49Speaker 1: then for fun, I'm reading a crime novel by Peter
- 1:04:52Speaker 1: Spiegelman called Doctor Knox that I'm just starting to get into.
- 1:04:56Speaker 1: How about you, Chris Giving some books, say some some
- 1:04:58Speaker 1: of my favorite readings were from Malcolm Cladwell. His approach
- 1:05:02Speaker 1: to the analytical party appeals maybe my engineering background or
- 1:05:06Speaker 1: analytical thinking, but the way he looks at a situation
- 1:05:09Speaker 1: and then analyze it either an Outliers or David Goliath
- 1:05:12Speaker 1: or Blink of these other books. I've always enjoyed that
- 1:05:15Speaker 1: style of thinking of a topic and then attacking it
- 1:05:19Speaker 1: from a couple of different areas, different stories. So again,
- 1:05:21Speaker 1: he's one I generally keep an eye out when something
- 1:05:24Speaker 1: new comes out from him or some of his talks
- 1:05:26Speaker 1: that he's done listen to. I I it's okay. I say.
- 1:05:29Speaker 1: My wife's a young adult teen author, so I read
- 1:05:32Speaker 1: a lot of her work, and she's got her second
- 1:05:35Speaker 1: novels coming out in about two weeks. So I enjoyed
- 1:05:38Speaker 1: reading her work as is progressing, and then once it's
- 1:05:40Speaker 1: finally ready to go and publish. So she's got a book.
- 1:05:43Speaker 1: Um uh Sky Pony Press the publisher. It's Black Flowers,
- 1:05:46Speaker 1: White Lies that's coming out now, and that's that's been
- 1:05:48Speaker 1: a real fun part, uh to be part of that
- 1:05:51Speaker 1: support network with her and be her biggest fan. And
- 1:05:54Speaker 1: we have two teenagers, so they're her toughest critics. So
- 1:05:56Speaker 1: once it passed my son and my daughter's test, she
- 1:05:59Speaker 1: knows it's it's ready for prime time out there. So
- 1:06:01Speaker 1: again that's where I spend most of my time, you know,
- 1:06:03Speaker 1: reading Who knew Chris was a book editor on the weekends.
- 1:06:06Speaker 1: You go. Um, So let's talk a little bit about
- 1:06:09Speaker 1: what's changed since you joined the industry. What what have
- 1:06:12Speaker 1: you seen over the arc of twenty plus years that's
- 1:06:16Speaker 1: significantly different today than than when you began your careers.
- 1:06:21Speaker 1: I'd say one thing on our front and the equity
- 1:06:23Speaker 1: capital markets is that I p O and other equity
- 1:06:27Speaker 1: road shows are substantially shorter, So we get a lot
- 1:06:30Speaker 1: more deals done for clients in any given year. Shorter
- 1:06:33Speaker 1: in terms of start to finish your shorter in terms
- 1:06:36Speaker 1: of when the announcement is made to the point where
- 1:06:40Speaker 1: you actually complete the road show. Is it the actual
- 1:06:43Speaker 1: event itself or the whole process. We're both. I was
- 1:06:46Speaker 1: thinking specifically about how many days a management team needs
- 1:06:49Speaker 1: to spend on the road, and these are extremely grueling
- 1:06:52Speaker 1: processes where they are out pitching investors repeatedly, multiple times
- 1:06:58Speaker 1: a day, with little breaks, and we try to make
- 1:07:00Speaker 1: sure they at least get to eat um. So if
- 1:07:02Speaker 1: you think about an I p O. When I first
- 1:07:04Speaker 1: started in equity capital markets in the late nineties, we
- 1:07:07Speaker 1: were regularly on the road for three weeks, two to
- 1:07:11Speaker 1: three weeks, three weeks if it was a global deal,
- 1:07:13Speaker 1: and now many of our deals that are let's say
- 1:07:16Speaker 1: US centric in their approach, would be as little as
- 1:07:19Speaker 1: seven days. How much of that is due to technology
- 1:07:22Speaker 1: that you don't physically have to be in the room, right,
- 1:07:24Speaker 1: So a lot, And I would say technology is probably
- 1:07:26Speaker 1: the other theme that's changed, And the related theme that's
- 1:07:29Speaker 1: changed our business is our ability to reach more investors
- 1:07:32Speaker 1: is just substantially greater, and I think it's just better
- 1:07:36Speaker 1: and fairer that more people have access to information, and
- 1:07:40Speaker 1: that's definitely helped ease the burden on management teams as well,
- 1:07:43Speaker 1: because we don't want to take them away from their
- 1:07:45Speaker 1: day jobs for too long because that's bad for the company.
- 1:07:48Speaker 1: So UM, and it's also having shorter road shows. You
- 1:07:51Speaker 1: think of a traditional follow on. Back in the late nineties,
- 1:07:54Speaker 1: we would have marketed for five days, let's say, so
- 1:07:56Speaker 1: public company raising additional equity. So there they were out
- 1:07:59Speaker 1: there for five days of market exposure, and we could
- 1:08:02Speaker 1: never predict exactly what the market was going to do
- 1:08:04Speaker 1: or what their stock price was going to do while
- 1:08:06Speaker 1: we were out there. So now UM, in some certain
- 1:08:10Speaker 1: certain circumstances, we can price a deal overnight, so announce
- 1:08:13Speaker 1: that the close of the US market and price it
- 1:08:16Speaker 1: sometimes that night or certainly by the time the market
- 1:08:19Speaker 1: opens the next morning. That's substantially different than the old
- 1:08:22Speaker 1: substantially different, and there's some in between obviously today as well, Chris,
- 1:08:25Speaker 1: do you see is M and A the same thing,
- 1:08:28Speaker 1: or is the process you're selling a company or buying
- 1:08:31Speaker 1: a company is the same as it was twenty years ago.
- 1:08:33Speaker 1: There's a certain element that is the same when you're
- 1:08:36Speaker 1: when you're selling a company, it takes time to prepare,
- 1:08:38Speaker 1: to think about the materials, contacting buyers, getting them the
- 1:08:42Speaker 1: sign confidentiality agreements. That that part of the process looks
- 1:08:45Speaker 1: and feels very similar in ten or twenty years ago.
- 1:08:48Speaker 1: What's very different is just the speed of information flow,
- 1:08:51Speaker 1: the ability to work remotely. Very often we have to
- 1:08:54Speaker 1: develop these valuation models, or suddenly someone sends in a
- 1:08:58Speaker 1: letter with a price in it, and in the older days,
- 1:09:00Speaker 1: it may take a week or so to analyze that
- 1:09:03Speaker 1: and value the company and think about who the other
- 1:09:05Speaker 1: person is. And now effectively seven remotely you can log
- 1:09:10Speaker 1: in get that information. Valuation could be updated very quickly.
- 1:09:14Speaker 1: It's much more real time. Where if we get, for example,
- 1:09:17Speaker 1: a hostile offer bid comes in, so an unsolicited bid
- 1:09:20Speaker 1: where that company we've received it, we're working with that
- 1:09:23Speaker 1: target company, we very quickly can get on the phone
- 1:09:27Speaker 1: with the board, usually within twenty four hours, and be
- 1:09:29Speaker 1: very thoughtful, here's the value of that bid, here's who
- 1:09:32Speaker 1: the bid or is. Here's the value of our own company,
- 1:09:34Speaker 1: Here's how it compares, and do all that analytical work
- 1:09:38Speaker 1: extremely fast, again remotely wherever that happens, whenever, time of day, boom,
- 1:09:43Speaker 1: we're on it. You know, five seconds later we're working
- 1:09:45Speaker 1: because we know what that product needs to look like
- 1:09:47Speaker 1: to give the board the best advice and the best input.
- 1:09:50Speaker 1: So I think access to information, speed of information, quality
- 1:09:53Speaker 1: of information, the ability to work remotely around the globe
- 1:09:57Speaker 1: seven has just made our business fast and more thoughtful,
- 1:10:01Speaker 1: and the types of discussions we have are just based
- 1:10:04Speaker 1: on deeper amounts of analysis and information in a much
- 1:10:07Speaker 1: short time series. So the thought of bankers working nights
- 1:10:10Speaker 1: and weekends in the city in the summer when just
- 1:10:13Speaker 1: picture of August weekend and the city is empty, is
- 1:10:19Speaker 1: that not as true as it once was. You can
- 1:10:22Speaker 1: log in from a laptop in the Hampton's and not
- 1:10:24Speaker 1: have to be in Manhattan, or is it all hands
- 1:10:27Speaker 1: on deck? There's certainly in the M and A business
- 1:10:30Speaker 1: there's a greater and greater ability for the analytical work
- 1:10:35Speaker 1: to be done remotely, but there's still no substitute, and
- 1:10:39Speaker 1: there is still no substitute for just sitting across face
- 1:10:42Speaker 1: to face with your client talking through the issues, or
- 1:10:44Speaker 1: in front of their board in the boardroom, face to face.
- 1:10:47Speaker 1: So there is still the importance of having that human
- 1:10:50Speaker 1: interaction together talking through the issues, but the preparation for that,
- 1:10:56Speaker 1: generally the valuation work, the analytics the analysis could have
- 1:11:00Speaker 1: up and remotely do not need to be sitting at
- 1:11:02Speaker 1: an office or a cubicle. The technology we have and
- 1:11:06Speaker 1: our our teams have access to is terrific for them
- 1:11:09Speaker 1: to do that in real time and very seamlessly. So
- 1:11:12Speaker 1: so let's extrapolate all this forward. Those are the changes
- 1:11:15Speaker 1: that took place. What are the next shifts that are
- 1:11:18Speaker 1: going to happen? Well, I think we continue to think
- 1:11:23Speaker 1: about how to leverage technology so that we can get
- 1:11:27Speaker 1: more done. Right so that if I can work on
- 1:11:29Speaker 1: an I p O or a big equity raise while
- 1:11:32Speaker 1: I'm traveling the world, that means we can get more
- 1:11:34Speaker 1: done in a day. So I think that theme will
- 1:11:36Speaker 1: continue as we go into future years. But we're also
- 1:11:40Speaker 1: thinking about ways that we can leverage technology, things like
- 1:11:45Speaker 1: artificial intelligence, and ways that we can use technology to
- 1:11:49Speaker 1: analyze and be predictive around deals um and to help
- 1:11:52Speaker 1: clients think about extrapolating um what might happen for them.
- 1:11:56Speaker 1: So there are it's almost it almost could be a
- 1:11:59Speaker 1: full time job just thinking about how we could leverage
- 1:12:02Speaker 1: technology to help issue our clients, or get more done
- 1:12:05Speaker 1: on our side, or be more um thoughtful and creative
- 1:12:08Speaker 1: around future situations that might happen. But but tech is
- 1:12:12Speaker 1: the big change that that's been driving things in the past,
- 1:12:15Speaker 1: and it sounds like it's going to continue to drive
- 1:12:18Speaker 1: things in the future. I would agree, Chris. I do
- 1:12:21Speaker 1: think there's there's an element of big data or analytics
- 1:12:25Speaker 1: that could be very helpful, and it is becoming more
- 1:12:27Speaker 1: helpful for our business in terms of targeting. You know,
- 1:12:29Speaker 1: we have a finite number of bankers or resources and
- 1:12:32Speaker 1: a much larger list of potential clients, and the ability
- 1:12:35Speaker 1: to to think about and analyze who may need our
- 1:12:38Speaker 1: help the most, who may be vulnerable to a sher
- 1:12:41Speaker 1: old activists showing up in their stock, who may be
- 1:12:43Speaker 1: vulnerable to a hostile takeover, who looks like they're struggling
- 1:12:47Speaker 1: on a competitive basis, and where maybe a division or
- 1:12:51Speaker 1: or an acquisition or divestit or may make sense. And
- 1:12:55Speaker 1: given the vast amount of information out there, to have
- 1:12:57Speaker 1: thoughtful people combed through that data, uh using technology and
- 1:13:01Speaker 1: surface up a list of priority clients, really prospects or
- 1:13:05Speaker 1: potential clients folks we may not have a relationship with,
- 1:13:08Speaker 1: or if we do have a relationship with them, to
- 1:13:09Speaker 1: flag that Hey, if you haven't had a conversation on
- 1:13:12Speaker 1: this topic, you know, our our screening methods say you should.
- 1:13:16Speaker 1: And that's great in terms of ensuring everything we're working
- 1:13:19Speaker 1: on and everything our teams working on is of its
- 1:13:21Speaker 1: highest and best use. So high quality, high yield, meaning
- 1:13:25Speaker 1: in terms of where we're spending our hours, they're valuable
- 1:13:28Speaker 1: hours our clients want us to be talking to about
- 1:13:30Speaker 1: that topic. So a more predictive element to the business.
- 1:13:34Speaker 1: I think we're feeling that happening today and I think
- 1:13:36Speaker 1: it will continue for So I asked the same eight
- 1:13:40Speaker 1: or nine questions to everybody each week, and one day
- 1:13:43Speaker 1: a reader's a listener sent an email and said, you know,
- 1:13:47Speaker 1: I'd love to find out from your guests what they
- 1:13:50Speaker 1: do outside of the office to relax, what they do
- 1:13:52Speaker 1: to keep mentally sharp, and how do they stay physically fit.
- 1:13:56Speaker 1: I thought that was that. That's the short version. The
- 1:14:00Speaker 1: preface was, Hey, all these folks have really stressful jobs,
- 1:14:05Speaker 1: really demanding jobs. How do they how do they wind down?
- 1:14:11Speaker 1: How do they relax? So let me ask you both.
- 1:14:14Speaker 1: This will be the first time this question has worked
- 1:14:17Speaker 1: its way into the regular podcast questions. So, so, what
- 1:14:20Speaker 1: do you do to kick back on the weekends when
- 1:14:23Speaker 1: you're not in the middle of an underwriting or an acquisition.
- 1:14:26Speaker 1: I guess a couple of topics. Again with with kids,
- 1:14:29Speaker 1: my weekends generally have been great to to help them
- 1:14:34Speaker 1: and watch them with sports and just play around the
- 1:14:36Speaker 1: backyard or go their games. So that certainly has been
- 1:14:39Speaker 1: a fun time to spend, you know, outside of work,
- 1:14:42Speaker 1: focused on them and interacting with them. I played football
- 1:14:45Speaker 1: at high school at college and always enjoyed weight lifting
- 1:14:48Speaker 1: and trading, and every now and then my basement will
- 1:14:52Speaker 1: have me pop into it and and and do a
- 1:14:54Speaker 1: little bit of that as well. Again just as a
- 1:14:57Speaker 1: good way to half hour an hour just go down
- 1:14:59Speaker 1: there and sercize in in that format. I am not
- 1:15:02Speaker 1: a very good golfer, but I love to play so
- 1:15:04Speaker 1: well I may not be able to get out there
- 1:15:06Speaker 1: and play a full round of golf, I'll go to
- 1:15:08Speaker 1: the driving range for an hour and just you know,
- 1:15:10Speaker 1: there's nothing like trying to hit that little white ball
- 1:15:12Speaker 1: to make sure you can't think about anything else. Um.
- 1:15:15Speaker 1: So I find that therapeutic at times. So those are
- 1:15:17Speaker 1: a few things that I do just uh, spend some
- 1:15:20Speaker 1: time about you, Liz, when you're not chasing um your
- 1:15:23Speaker 1: kids around as well, right, I think, similarly similarly to Chris,
- 1:15:27Speaker 1: being with my family is the great reward. And I
- 1:15:29Speaker 1: have a fantastic husband and two incredible children who keep
- 1:15:33Speaker 1: me very active on the weekends as well. And now
- 1:15:35Speaker 1: everybody's old enough that we can actually play a few
- 1:15:37Speaker 1: rounds of golf together, play doubles tennis, which is a
- 1:15:40Speaker 1: little erratic but really fun, and so that's that's been great.
- 1:15:44Speaker 1: And having that time, I think really helps me put
- 1:15:47Speaker 1: things in perspective and and hopefully I do that for
- 1:15:50Speaker 1: my husband, two's in the financial world, has a crazy
- 1:15:52Speaker 1: intense job as well. Um. And then I think on
- 1:15:55Speaker 1: the exercise front, I love yoga and pilates and starting
- 1:15:58Speaker 1: to learn more about out or starting just scratching the
- 1:16:01Speaker 1: service of learning more about meditation, and just thinking about
- 1:16:04Speaker 1: I've just been inspired hearing about how so many successful
- 1:16:07Speaker 1: business people have used it to hone their own performance.
- 1:16:12Speaker 1: Both both interesting uh answers. Let let me go to
- 1:16:15Speaker 1: my favorite two questions. Um, this comes up a lot
- 1:16:19Speaker 1: from from listeners. So a millennial or recent college graduate
- 1:16:24Speaker 1: comes up to you and and says they're thinking about
- 1:16:27Speaker 1: a career in finance. What sort of advice would you
- 1:16:30Speaker 1: give them? Well, I think, firstly, be prepared to work
- 1:16:35Speaker 1: hard right anything that you want to be successful in
- 1:16:37Speaker 1: you need to work hard and commit to and I
- 1:16:40Speaker 1: think as we talk a lot about millennials and the
- 1:16:42Speaker 1: different perspectives that evolves as each generation comes through the ranks,
- 1:16:47Speaker 1: and I certainly think one bit of advice would be
- 1:16:50Speaker 1: to not forget about the value of consistency in your
- 1:16:54Speaker 1: job and end the and the ability to develop subject
- 1:16:58Speaker 1: matter expertise that doesn't come necessarily from jumping to a
- 1:17:01Speaker 1: new job every two years, even if your friends are
- 1:17:04Speaker 1: doing that and you feel like you might be missing
- 1:17:05Speaker 1: something is to buckle down and get really good at
- 1:17:08Speaker 1: what you're learning. And my limits test was always, when
- 1:17:12Speaker 1: I go to work every day, am I happy to
- 1:17:14Speaker 1: be going and am I learning and growing as a
- 1:17:16Speaker 1: professional and as a person. And if the answers were yes,
- 1:17:20Speaker 1: keep at it. And that strategy has worked really well
- 1:17:23Speaker 1: for me. And so that's why we continue to think
- 1:17:25Speaker 1: about ways to make sure that our junior employees are
- 1:17:28Speaker 1: getting the experiences and also some of the other broader
- 1:17:32Speaker 1: benefits of working for a large organization that they're seeing
- 1:17:34Speaker 1: that very clearly every day and getting that opportunity to
- 1:17:37Speaker 1: really advance themselves through multiple years working with JP Morgan
- 1:17:42Speaker 1: and I know Chris and I really enjoy so training
- 1:17:44Speaker 1: that next junior banker coming up the ranks. How about you, Chris,
- 1:17:48Speaker 1: what what? What sort of advice would you give a millennial?
- 1:17:51Speaker 1: Very similar? Once you're you're inner job, and maybe if
- 1:17:54Speaker 1: you can do with some internship or talk to folks
- 1:17:56Speaker 1: to understand it before you get in it. But let's
- 1:17:58Speaker 1: assume you've decided this is the job I want and
- 1:18:00Speaker 1: I'm in that. Just master that job before you start
- 1:18:03Speaker 1: to look up at the next one and the next
- 1:18:05Speaker 1: one and the next one. It's almost a similar way
- 1:18:07Speaker 1: of saying what what Liz was just saying in terms
- 1:18:10Speaker 1: of invest in being great at the task at hand.
- 1:18:12Speaker 1: So what is your job description? What are people expecting
- 1:18:15Speaker 1: of you? Master that quicker, faster, smarter um then lift
- 1:18:19Speaker 1: your head up and look at what the people more
- 1:18:20Speaker 1: senior than you were doing and saying, hey, how can
- 1:18:22Speaker 1: I how can I help you? How can I take
- 1:18:24Speaker 1: some things off of your plate? How can I expand
- 1:18:26Speaker 1: my responsibilities? Where I've seen people fail is they start
- 1:18:29Speaker 1: doing the second part before they've mastered the first part,
- 1:18:32Speaker 1: so they're already looking at the next job, the next
- 1:18:34Speaker 1: you know, path in their career, and they haven't quite
- 1:18:37Speaker 1: mastered the first part, and they're disappointing the people that
- 1:18:40Speaker 1: are directly relying on them because they're off thinking of
- 1:18:43Speaker 1: step three and four and they haven't really finished step
- 1:18:45Speaker 1: one or two yet. And that basic advice, I do
- 1:18:48Speaker 1: think goes a long way. It's very consistent about just
- 1:18:51Speaker 1: just focus on what you're doing, do that really well,
- 1:18:53Speaker 1: then lift your head up and go on to the
- 1:18:55Speaker 1: next thing and the next thing. Um And I always
- 1:18:57Speaker 1: have this kind of three criteria when I'm when I'm
- 1:18:59Speaker 1: talking to someone. I used this myself throughout my career.
- 1:19:01Speaker 1: Are you learning new skills? So? Are you in a
- 1:19:04Speaker 1: job where you're just developing your own talent these skills?
- 1:19:07Speaker 1: And are they marketable skills? Are they reusable? Can you
- 1:19:10Speaker 1: use it within your job and beyond or even beyond
- 1:19:12Speaker 1: the current job so you never feel trapped? So you're
- 1:19:15Speaker 1: learning new skills? Can you check that box yes or no?
- 1:19:17Speaker 1: Do you like the people you're working with? Do we
- 1:19:19Speaker 1: enjoy going to work? Do you enjoy the team you're
- 1:19:23Speaker 1: part of? And then the third are you at a
- 1:19:26Speaker 1: firm you're proud of? You know? Are they heading in
- 1:19:28Speaker 1: the right directory? Do you like telling your friends or
- 1:19:30Speaker 1: family where you work, and and just if you're able
- 1:19:32Speaker 1: to check those three boxes and then ask yourself that
- 1:19:34Speaker 1: everyone has a different frequency of this, But every three
- 1:19:37Speaker 1: months or every six months, go back and I learning
- 1:19:39Speaker 1: new skills. Do I like the people I'm with? Do
- 1:19:41Speaker 1: I do? I feel proud about the company? And for me,
- 1:19:43Speaker 1: I've done that throughout my whole career JP Morrigan and
- 1:19:46Speaker 1: have consistently been able to check those through box internal
- 1:19:48Speaker 1: self review exactly and be honest about it with yourself
- 1:19:52Speaker 1: and and to extent you're you're not checking all those boxes,
- 1:19:55Speaker 1: I think it's you know, then you think hard about it,
- 1:19:58Speaker 1: but again, you know, Luckily, for for me, I've been
- 1:20:01Speaker 1: able to check those boxes. I think that third one
- 1:20:03Speaker 1: about the firm is sometimes outside of your control and
- 1:20:05Speaker 1: you maybe get a little lucky. You know. When I joined,
- 1:20:08Speaker 1: you know, I didn't know JP Morgan would evolve and
- 1:20:10Speaker 1: continue to be, you know as it seems. So it
- 1:20:13Speaker 1: seems the company you work for. You have to not
- 1:20:17Speaker 1: only work for a good company with a good culture.
- 1:20:19Speaker 1: You have to hope that you get a little lucky,
- 1:20:21Speaker 1: and things don't this week especially, I won't mention any names,
- 1:20:24Speaker 1: but there has been some folks testifying in Congress and
- 1:20:29Speaker 1: from a variety of fields, not just finance, and they
- 1:20:31Speaker 1: all um seem to have tripped themselves up a little bit.
- 1:20:36Speaker 1: And if if you're a junior guy in a in
- 1:20:38Speaker 1: a big company that's wholly out of out of your control,
- 1:20:43Speaker 1: it never hurts to get a little lucky, does it.
- 1:20:45Speaker 1: So my final question with with that little uh digression,
- 1:20:51Speaker 1: you know, we don't have the TV on in the office,
- 1:20:54Speaker 1: but every time I'm here, there are screens everywhere, and
- 1:20:57Speaker 1: it seems the past few times I've been in the
- 1:21:00Speaker 1: Bloomberg building, it's been congressional testimony all day long. So
- 1:21:04Speaker 1: you just say, gee, I hope I never have to
- 1:21:06Speaker 1: deal with that. That looks like that's no no fun. Um.
- 1:21:10Speaker 1: So our final question, and and one of my favorite,
- 1:21:13Speaker 1: what is it that you know about your field? About underwriting?
- 1:21:17Speaker 1: An I p O is about mergers and acquisitions today?
- 1:21:21Speaker 1: What is it that you know today that you wish
- 1:21:23Speaker 1: you knew twenty plus years ago when you began let's
- 1:21:27Speaker 1: start with you list, I'd say that everything you do
- 1:21:32Speaker 1: when you work at a big company like JP Morgan
- 1:21:35Speaker 1: can actually shape the market. And I think I didn't
- 1:21:38Speaker 1: really appreciate that early on in my career that some
- 1:21:41Speaker 1: of the things that we were doing back then is
- 1:21:43Speaker 1: we were building our equity capital markets franchise. Way back
- 1:21:46Speaker 1: when is we were defining the market. And so that's
- 1:21:49Speaker 1: a really exciting thing to think about. And sometimes I
- 1:21:51Speaker 1: have to remind our group, is these deals that you're
- 1:21:54Speaker 1: working on, they are shaping what's going on in the
- 1:21:57Speaker 1: financial world. That's why they're on the cover of the
- 1:22:00Speaker 1: newspaper and being discussed on Bloomberg on TV. So it's um,
- 1:22:05Speaker 1: we're an incredibly Chris and I and our colleagues are
- 1:22:08Speaker 1: an incredibly privileged position to be able to use our
- 1:22:11Speaker 1: skills too. We believe make change for the better in
- 1:22:16Speaker 1: terms of whether it's getting companies money, you're helping them
- 1:22:18Speaker 1: progress in their growth trajectory and defining what makes sense
- 1:22:22Speaker 1: in terms of connecting buyers and sellers, and and really
- 1:22:25Speaker 1: contributing to that market environment. Chris, what is it you
- 1:22:29Speaker 1: wish you knew twenty years ago about M and A
- 1:22:32Speaker 1: that you know today. That's something that I've kind of
- 1:22:35Speaker 1: felt evolve over my career as you realize how small
- 1:22:38Speaker 1: the world really is, and certainly when you work at
- 1:22:40Speaker 1: at a global company like JP Morgan, and you're involved
- 1:22:44Speaker 1: in global deals. The people you're interacting with, even at
- 1:22:48Speaker 1: a very young point in your career out of out
- 1:22:50Speaker 1: of school, the treasurer assistant at the company, the junior
- 1:22:57Speaker 1: lawyer at the law firm, a junior analyst at a
- 1:23:01Speaker 1: public relations firm, when you're working with them on a deal,
- 1:23:05Speaker 1: you're kind of growing up with them in the business.
- 1:23:07Speaker 1: And many of my closest clients today were people who
- 1:23:11Speaker 1: were just as junior as me many years ago that
- 1:23:13Speaker 1: I've moved up the organization, and it's just as always
- 1:23:16Speaker 1: a great reminder that everyone you meet, you know, treat
- 1:23:20Speaker 1: with respect, treat in the proper way, you know, do
- 1:23:24Speaker 1: the right thing, because it always comes back and and
- 1:23:26Speaker 1: and it's a real career booster, you know, as you
- 1:23:29Speaker 1: grow up in your business, you know, so that I
- 1:23:31Speaker 1: have many examples where the business development person at a
- 1:23:35Speaker 1: client or the CFO over time becomes the CEO or
- 1:23:39Speaker 1: critical board member, and having that history and positive relationship,
- 1:23:43Speaker 1: you know, it really does help our strategic dialogue and
- 1:23:46Speaker 1: trust in the types of relationship we're building. So again,
- 1:23:48Speaker 1: that's been a good lesson I've watched happen over my
- 1:23:51Speaker 1: career and just I always share that with others as
- 1:23:53Speaker 1: they think about their early days in their career, to
- 1:23:55Speaker 1: make sure everyone they interact with matters for the long term.
- 1:23:58Speaker 1: And the corollary to that is your friends can become
- 1:24:01Speaker 1: your clients. That's quite interesting. We have been speaking with
- 1:24:07Speaker 1: Chris van Tresca. He is the global co head of
- 1:24:10Speaker 1: Mergers and Acquisitions at JP Morgan and Elizabeth Myers, head
- 1:24:15Speaker 1: of Global Equity Capital Markets, also at JP Morgan. If
- 1:24:20Speaker 1: you enjoy this conversation, be sure and look up an
- 1:24:22Speaker 1: inch short down an inch on iTunes and you could
- 1:24:25Speaker 1: see the other hundred and eight or so of these
- 1:24:28Speaker 1: conversations we have had. I would be remiss if I
- 1:24:32Speaker 1: did not thank Taylor Riggs, my booker, Michael Batnick for
- 1:24:36Speaker 1: helping out on research and is it still Charlie in
- 1:24:39Speaker 1: the booth, Charlie Valmer, our recording engineer. I'm Barry Hults.
- 1:24:44Speaker 1: You've been listening to Masters in Business on Bloomberg Radio,
- 1:24:57Speaker 1: brought to you by Bank of America Mary Lynn. Seeing
- 1:25:00Speaker 1: what others have seen, but uncovering what others may not.
- 1:25:04Speaker 1: Global Research that helps you harness disruption. Voted top global
- 1:25:07Speaker 1: research firm five years running. Merrill Lynch, Pierce, Fenner and
- 1:25:11Speaker 1: Smith Incorporated,