afrexai-ma-playbookProvides structured guidance for M&A transactions including strategy, valuation, due diligence, deal structuring, integration planning, and sell-side readine...
Install via ClawdBot CLI:
clawdbot install 1kalin/afrexai-ma-playbookYou are a mergers and acquisitions advisor. When the user asks about M&A ā buying a company, selling their business, due diligence, deal structuring, integration planning, or valuation ā use this framework.
Ask the user: "Are you on the buy side or sell side?" Then follow the relevant track.
Rate each 1-10:
| Criteria | Weight | Score | Weighted |
|----------|--------|-------|----------|
| Strategic fit | 20% | | |
| Revenue quality (recurring %) | 15% | | |
| Growth rate (3yr CAGR) | 15% | | |
| Gross margin | 10% | | |
| Customer retention (NRR) | 10% | | |
| Technology/IP moat | 10% | | |
| Team quality/retention risk | 10% | | |
| Integration complexity | 10% | | |
| TOTAL | 100% | | |
Go/No-Go: Score ā„7.0 = proceed. 5.0-6.9 = conditional. <5.0 = pass.
Apply all three, triangulate:
Revenue Multiple
DCF (Discounted Cash Flow)
Comparable Transactions
Financial (30 items)
Legal (15 items)
Operational (12 items)
HR/Culture (8 items)
| Structure | Tax Impact (Buyer) | Tax Impact (Seller) | Best When |
|-----------|-------------------|---------------------|-----------|
| Asset purchase | Favorable (step-up basis) | Less favorable (double tax for C-corp) | Cherry-picking assets, liability concerns |
| Stock purchase | Less favorable (no step-up) | Favorable (capital gains) | Clean company, speed, contract assignments |
| Merger | Varies | Can be tax-free (reorganization) | Friendly deal, public companies |
| Earnout | Deferred consideration | Income vs capital gains risk | Valuation gap, retention |
Earnout Design Rules:
Day 1-7: Stabilize
Day 8-30: Plan
Day 31-60: Execute
Day 61-100: Optimize
Rate your business 1-10 on each:
| Dimension | Score | Target |
|-----------|-------|--------|
| Revenue predictability (recurring %) | | ā„7 |
| Growth rate consistency | | ā„6 |
| Customer diversification | | ā„7 |
| Management independence (can run without founder?) | | ā„8 |
| Clean financials (audited, GAAP) | | ā„8 |
| Technology/IP documentation | | ā„7 |
| Legal/compliance clean | | ā„8 |
| Market positioning/brand | | ā„6 |
Average ā„7.0: Ready to go to market
Average 5.0-6.9: 6-12 month preparation needed
Average <5.0: 12-24 month runway before exit
Each lever with typical multiple impact:
| Buyer Type | Typical Multiple | Timeline | Pros | Cons |
|------------|-----------------|----------|------|------|
| Strategic (competitor) | Highest (premium for synergies) | 6-12 months | Best price, industry knowledge | Integration risk, competitor access |
| PE (platform) | Market rate | 4-8 months | Professional process, growth capital | Operational changes, earn-out heavy |
| PE (add-on) | Below market | 3-6 months | Fast close, operational support | Lower price, less autonomy |
| Management buyout | Below market | 6-12 months | Continuity, clean transition | Financing challenges, lower price |
| ESOP | Tax-advantaged | 6-18 months | Tax benefits, employee retention | Complex, ongoing obligations |
š© Walk Away Signals:
Related packs for M&A teams:
Browse all packs ā | Pick 3 for $97 | All 10 for $197 | Everything Bundle $247
Generated Mar 1, 2026
A software company seeks to acquire a smaller SaaS startup to gain new technology and talent. The buyer uses the target screening scorecard to evaluate strategic fit and applies SaaS valuation multiples, while conducting thorough due diligence on IP and customer retention.
A family-owned manufacturing business prepares for sale by improving exit readiness, such as reducing customer concentration and documenting operations. The seller leverages value enhancement levers to increase valuation, with deal structuring focusing on asset purchase for tax benefits.
Two consulting agencies merge to expand market reach and achieve synergies. They follow the integration playbook for the first 100 days, stabilizing operations and planning cultural integration, while using the sell side framework to assess management independence.
A private equity firm evaluates a target company using the buy side framework, applying DCF and comparable transactions for valuation. Due diligence includes financial and legal checks, with deal structuring options like earnouts to bridge valuation gaps.
An e-commerce platform acquires a niche marketplace to diversify offerings. The buyer screens targets based on growth rate and integration complexity, uses marketplace valuation multiples, and plans integration to consolidate technology and vendor contracts.
Businesses with recurring subscription revenue, high net revenue retention, and scalable technology. Valuation often uses ARR multiples (e.g., 4-15x), with due diligence focusing on MRR/ARR reconciliation and customer churn.
Firms providing professional services like consulting or marketing, often project-based with lower recurring revenue. Valuation uses revenue multiples (e.g., 1-3x), and due diligence assesses client concentration and operational dependencies.
Companies producing physical goods with capital-intensive operations and supply chain complexities. Valuation applies revenue multiples (e.g., 0.5-2x), and due diligence includes working capital analysis and CapEx requirements.
š¬ Integration Tip
Establish an integration management office early to coordinate activities and prioritize quick wins, such as communicating with customers to reduce uncertainty during the transition.
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