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M&A Science · Yesterday · 55 min

How to Get to Yes

Most people assume the hard part of an M&A deal is getting the contract signed. However, Meg Cavanaugh, SVP of Legal at Commvault (NASDAQ: CVLT), has spent her career proving otherwise. Meg worked in-house at three public companies, closing acquisitions almost every week during her six years at Carbonite before moving to Commvault, where her role spans legal, diligence, and integration. What You'll Learn Draft the LOI in-house before outside counsel sees it. Keep the tone and structure matched to your own deal philosophy, then bring outside counsel in to review rather than build from scratch. Treat LOI negotiation as diligence. Every redline you get before signing tells you something real about the people and the business on the other side of the table. Push back on conservative lawyering. Don't let a deal stall over an immaterial closing condition or a 0.01% edge-case indemnification issue. Choose asset vs. stock purchase around what you need to exclude. Asset deals let you carve out debts and liabilities explicitly; stock deals mean you're taking on the whole company. Chase down change of control provisions early. Left unaddressed, they can let a key customer walk the moment the deal closes. Build a Corp Dev team that owns the deal and the integration. Once you build that muscle successfully, it gets easier to repeat. Train non-lawyers to negotiate commercial contracts. Give them the playbook, audit their work, and save outside counsel for the purchase agreement itself. --- Meg's in-house team reads every contract in the data room, then puts what they find on the CISO's, engineering's, and compliance's radar before close. DealRoom Diligence was built for that handoff. Each finding is logged with an owner and a mitigation plan, then carries straight into the integration plan, and the AI document analysis is built to reduce internal & external legal costs by 60%. See how it works: https://dealroom.net/product/diligence?utm_source=mascience&utm_medium=podcast&utm_campaign=ep[NUMBER]&utm_content=diligence

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Most people assume the hard part of an M&A deal is getting the contract signed. However, Meg Cavanaugh, SVP of Legal at Commvault (NASDAQ: CVLT), has spent her career proving otherwise.

Meg worked in-house at three public companies, closing acquisitions almost every week during her six years at Carbonite before moving to Commvault, where her role spans legal, diligence, and integration.

What You'll Learn

  • Draft the LOI in-house before outside counsel sees it. Keep the tone and structure matched to your own deal philosophy, then bring outside counsel in to review rather than build from scratch.

  • Treat LOI negotiation as diligence. Every redline you get before signing tells you something real about the people and the business on the other side of the table.

  • Push back on conservative lawyering. Don't let a deal stall over an immaterial closing condition or a 0.01% edge-case indemnification issue.

  • Choose asset vs. stock purchase around what you need to exclude. Asset deals let you carve out debts and liabilities explicitly; stock deals mean you're taking on the whole company.

  • Chase down change of control provisions early. Left unaddressed, they can let a key customer walk the moment the deal closes.

  • Build a Corp Dev team that owns the deal and the integration. Once you build that muscle successfully, it gets easier to repeat.

  • Train non-lawyers to negotiate commercial contracts. Give them the playbook, audit their work, and save outside counsel for the purchase agreement itself.

---

Meg's in-house team reads every contract in the data room, then puts what they find on the CISO's, engineering's, and compliance's radar before close. DealRoom Diligence was built for that handoff. Each finding is logged with an owner and a mitigation plan, then carries straight into the integration plan, and the AI document analysis is built to reduce internal & external legal costs by 60%. See how it works: https://dealroom.net/product/diligence?utm_source=mascience&utm_medium=podcast&utm_campaign=ep[NUMBER]&utm_content=diligence

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