How Was I Supposed To Know That?

Cass Bailey — Growth by Acquisition, M&A Communications & Buyer Due Diligence

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0:00 | 42:10

On this episode of How Was I Supposed To Know That?, host Bernard A. Williams talks with Cass Bailey, CEO and founder of Slice Communications, a Philadelphia communications agency that helps high-risk and complex organizations communicate through change, crisis, and opportunity.

Cass Bailey shares her accidental path into PR and crisis communications, why she founded Slice in 2008 to bring social media and PR together, and how relentless networking carried the company through the recession. She and Bernard get real about selling the business in 2012, the acquisition that fell apart, and buying her own company back in just 23 days.

From there the conversation turns to Slice's growth-by-acquisition strategy: the red-flag/green-flag playbook, why buyer due diligence matters as much as seller due diligence, and why 70-80% of M&A communications should be aimed at internal audiences. If you are thinking about buying, selling, or scaling a company, this one is full of hard-won lessons.

In this episode:

  • What Slice Communications does and the crisis calls that come in at 2 a.m.
  • Founding a PR + social media agency in 2008
  • The three reasons M&A deals fall apart
  • Why internal communications drive M&A success
  • Buyer due diligence: the questions sellers forget to ask
  • Buying the company back in 23 days
  • Cass Bailey's acquisition and integration playbook
  • What is next for Slice, including AI and executive communications

Connect with Cass Bailey on LinkedIn (Cass Bailey, Slice Communications).

Presented by Company Counsel — fractional general counsel and business law for growing companies.

Welcome And What Slice Does

SPEAKER_00

Hi and welcome to How is Nice Boosting Internet? My name is Bernard Williams. I'm the founder of a law firm called Company Council, where we offer fractional general counsel services and uh business law services for for growing companies. Uh and uh and this podcast is a forum for small company owners and entrepreneurs just to get real about what it's like to actually have a growth oriented company, uh to to to run the business, to make mistakes, to have the joys and the ups and the downs. Uh and uh we're really, really, really fortunate to have an awesome kid uh to share our story today. Uh so uh please join me in welcoming Cass Bailey of Slice Communications. Cass, so great to have you here.

SPEAKER_02

Thank you so much for having me. And I loved the opening tune. The little music got us right in the mood to have a great conversation.

SPEAKER_00

Awesome. Thank you so much. You're the first of the podcast guests to uh to compliment the music, which uh automatically makes you among my favorites. Uh so um yeah, so yeah, there we go. Um I like the music myself, so so I appreciate that compliment. Uh so um I would love to hear more about your journey. Uh I I I I know that you've built this uh amazing uh teledophy communications agency. Uh you make it look easy, uh, but I know that it that it couldn't have been. Uh so uh so let's let's start from the beginning. How did you well first actually let's tell the the audience a little bit more about SLICE and what you did uh just for for context for everyone?

SPEAKER_02

Yeah, SLICE is a communications agency that focuses in high risk and complex organizations. We help companies communicate through change, through crisis, and through the great opportunities that they have available to them. And so what that means is if there is a complex project your company is trying to get built and you want to get community support or at least not have community opposition, we do that. If you want to get great PR for your company, we help you with that. If you want to make sure that your internal communications is aligned with your external communications, we do that too. And then, of course, we have our crisis and MA communications practices. So anytime you have a company going through some big change and you're like, oh, who do we tell and how do we tell them and what do we say and how do we deliver that news? That's when you give us a call.

SPEAKER_00

Okay,

When Crisis Hits At Night

SPEAKER_00

terrific. Uh are there any client stories or examples that you that you're able to share?

SPEAKER_02

Oh my gosh, Bernard, we have on the crisis side dealt with everything you could possibly imagine from unfortunately situations like live-active shooters to workplace violence to recalls to sexual harassment and abuse to malfeasance on the behalf of executives, like you name it, we've pretty much handled it. Um, our team has six people who each have more than 20, probably 25 years of experience at this point. And uh, we've seen everything everything from tornadoes to other uh natural disasters and chemical explosions. So we are the people that take that call at two o'clock in the morning when something's gone terribly wrong, provide a little bit of calm, and then help you figure out how you're going to protect and then eventually repair your reputation through whatever it is that's happened to you and your company.

SPEAKER_00

Right. So, how did you get into this line of work?

An Accidental Path Into PR

SPEAKER_02

By accident, like a lot of entrepreneurs, I think, that are listening and watching, absolutely by accident. So when I was growing up, um at first I thought I was going to be the president of the United States and the Catholic, not at the same time, of course. Of course. Uh, then I went to umpire school and I thought I was I was gonna be a major league umpire for a little while, um, which I'm still like, I'm still thinking about that as a second career, not to lie. You want to watch a ball game with me? Like you will know all of the rules. Um, and then eventually I thought I was gonna be a lawyer. So I I love all the litigation shows on TV. Matt Buck in particular was my favorite. Um, and so I have I went to college for international politics, economics, and philosophy, believe it or not. And then decided that I done enough school. I was not ready to follow down your path, Bernard. Like I was not ready to put in those extra years at school. Um I don't know about that. But then instead I got a job doing litigation support in a PR firm and crisis communications in a PR firm. I really liked that work. It resonated with, I think, some of my natural skills and interests. And then after that, I actually followed my traditional career path through college, which was I started working in economic development. And so what we did in those cases was we invested in technology companies and startups. We helped them find their exits, we helped them relocate to Philadelphia and grow their businesses here. And I really loved that job. Um, part of that job that I was responsible for was that I got to manage the PR agency and eventually realized I loved what the PR agency did more than what I did. So I got to make that move into PR media relations time crisis communications.

SPEAKER_00

Sounds like one of the rare cases of where the grass actually was greener on the other side.

SPEAKER_01

You know what? It depends. Some days, yes, sometimes no. I don't know if you take calls at two o'clock in the morning, Bernard, but I do. So, but no, I love it. I love the work that we do.

SPEAKER_00

So you're the you're you're the CEO of your company, right?

SPEAKER_01

I am, yeah.

SPEAKER_00

Um it's as the CEO, you're taking calls at two in the morning. What can you can you talk a little bit more about what your day-to-day life

CEO Life And Running On EOS

SPEAKER_00

is like?

SPEAKER_02

Every day is different. That's one of the things about agency life, it is that there is no similar day. Some days I get to be on podcasts with folks like you, really great podcast hosts, talking about topics like this. Um, but I do also still advise clients and I get to you know be in that visionary leadership seat within the company. Our company runs on EOS, the entrepreneurial operating system, which your guests may or may not know. It's a whole way to run a company up to a couple hundred employees. And we have instituted it in our company since 2016. So we're about 10 years into that journey.

SPEAKER_00

Wow.

SPEAKER_02

So yeah, so I get to sit in this in the seat of the visionary, which means that I get to do a lot of thinking and writing and research, and I get to talk to a ton of people to learn what their concerns are and then work that back into the services that we do. Um, we have an incredible leadership team that does manage the day-to-day, but the reason that I still take that call sometimes at two o'clock in the morning is because I want all of our clients to know that I personally am always on their side, and therefore, like our team will also be on their side.

SPEAKER_00

That's great. Um, it's a really rare combination of somebody being able to commit fully to that visionary seat while also being still available to clients, even in emergency situations like that. That's that's it's the great balance.

SPEAKER_02

And I'm not gonna say that like I do all the work because I certainly do not, like I said, we have an incredible team. So I'll take that call and then handle it in the middle of the night if necessary, and then work with the team in the morning, and then they'll usually take it from there, and I'll provide some executive guidance on the crisis situation. But they are so good and so talented that we just have a great we have a great team of people.

SPEAKER_00

Yeah, that's that's terrific. So um, so taking back to to the early days, uh the uh when would you form a company?

Founding During Social Media’s Rise

SPEAKER_02

February 8th, 2008.

SPEAKER_00

Wow, so you remember that date off the top of your head. So uh what what was going on during that time period? What would led you to form the company?

SPEAKER_02

So there were some things happening in terms of communications. Like I said, I was very much on the PR media relations side, but social media started to emerge as a way that I believed companies were gonna talk to people. And so SLICE was founded to bring those two things together to say, hey, companies, you need to think about social media in terms of your communication strategy, not just in terms of your marketing strategy, really think about it as communications. And that's why we as a PR firm, a communications firm, was gonna be the best fit to be able to help companies enter the social media landscape, do it well, and do it in a way that had a positive impact on their reputation. So that's when the company was founded. Now, February 2008 was not September 2008. So those were two very different times. And uh, you know, there were some there were certainly some surprises in the early days.

SPEAKER_00

So uh it's funny you mentioned that. I I I I I formed um not company council, but I formed another business uh that no longer exists. Uh and uh and my I I opened up shop in September 2008.

SPEAKER_02

Um remember the date, the exact date?

SPEAKER_00

I I no, it should be a date that will live in infinite, uh, but no, I don't remember the exact date. Um it was um I I knew that it was prior to the start of school. It was a tutoring and test prep summer.

SPEAKER_02

Oh wow, okay.

SPEAKER_00

It was really important for me to have the doors open in time for school to start because that's y'all my future clients.

SPEAKER_01

Right.

SPEAKER_00

That was the time period, and and I also remember that that it coincided, of course, uh with just one of the worst economic recessions of of my lifetime.

SPEAKER_02

Yeah.

SPEAKER_00

Um a really just perfect storm of being in bedtified to start a company.

SPEAKER_02

Uh but it's I was gonna ask, wasn't it for some folks it was an opportunity, but for some folks it was a real challenge? It sounds like for your test prep company, which one was it?

SPEAKER_00

Or a little bit of it was a learning, it was a learning opportunity, guess. There you go. But um, but but it sounds like uh you time in was much better. Um you time in probably and your skill was much better and running a business than mine. Uh what were the first two months like?

SPEAKER_02

Um, they were rough. However, the company was myself and a business partner at the time. Um, we also had an intern and we worked out of our homes on our laptops and our phones. So our overhead was not significant, and really we were doing that work on the ground with our clients every day. We did have a little bit of an advantage because we had no overhead. We were more affordable than some of the competitors in this space. And so we were able to go in during this time of economic hardship and say to clients, hey, you can still get great PR service at a lower cost. And by the way, like that social media thing is not going away. And at the time, you know, I was much younger than I am today. Um, that we as younger founders had an opportunity to really help them understand the social media landscape and start to get active in it. So we tried to find the advantages that we had during that time and really leverage them to make sure that the company was going to make it past the end of the year, frankly.

SPEAKER_00

Right. Uh which it did, right? You manage past the end of the end of the year. Uh and um pardon me. Um, so it was you, a uh a co-founder, yes, an intern.

SPEAKER_01

Yes.

SPEAKER_00

Right. Uh how did you how did you begin to grow?

Networking Hard To Survive And Grow

SPEAKER_01

Sorry, how do we begin?

SPEAKER_00

To grow in terms of adding people to the two. You were talking earlier about how you know you you currently at a place where you've implemented EOS, you have a full leadership team in place. Uh I just I love hearing about the journey from from how you got to to where you are now from from where you started.

SPEAKER_02

The one secret, I think, to our survival at the time is that we were super networkers. We spent time morning, noon, night, you name it, networking our butts off. Um, I didn't have kids at the time, neither did my business partner. We didn't have families to take care of. So we did again have that advantage of being able to go out to every event that anybody introduced us to, and sometimes events that we were that we were not invited to. I, you know, there were those days. There were those days where we just shut up, we heard it was going to be a good event, we were gonna be there. And so we really did focus on building relationships and building a network to be able to grow the company. That network is still very much in play today. I feel so thankful for it. Um, we're still connected with a lot of those folks, um, and I am in particular, and I still get business referrals from those folks, and they still serve as coaches and guides and mentors to me. So, one of the things that I always advise entrepreneurs to do when they're just getting started is network your butt off. And it doesn't mean that you have to go out to events like I did um many years ago. You can do it online today, but do it like build that network, it'll pay off. It's a it's a long game and it's worth it. The company really started growing, I would say in 2010. We started bringing on freelancers and consultants and paying other folks, and it grew so well that in 2012 we sold

Selling The Agency And Chasing Scale

SPEAKER_02

the company. We sold a majority uh of the equity in the company, maintained some, and then we were um we played that game of being acquired. That acquisition did not work out. Um, and I bought the company back by myself in 2014, about 14 months after selling it.

SPEAKER_00

So I'd love to hear more about that acquisition. What uh so um leading up to to to the closing, uh I um why did you uh agree to be acquired uh originally? What was the what was the appeal of being acquired?

SPEAKER_02

Well, one, it's cool to be acquired when you're a young entrepreneur. It is. And because I had been in economic development, the exit was the goal, right? We had worked with technology companies where the exit was everything, and people celebrated the exit. So when somebody was offering to buy a company, I found it. It was like, that sounds cool, why not? Right? Like, let's go ahead and do it and and I'll have that win that other people always strive towards. That was part of it. Um, another part of it was that there was an interest um in scaling the company and not something that I knew how to do because I didn't really know much about running a business, frankly, as an accidental entrepreneur in a way, somebody who was a practitioner who then wanted to become a scalable business owner. I didn't really know how to do it. And so that was one of the advantages of being acquired was getting access to business experts and infrastructure in order to ideally scale the company and grow it much faster than would have been possible on our own.

SPEAKER_00

So the idea was that you'd have a smaller piece of the pie, but the pie would get a lot larger.

SPEAKER_01

Um they would do.

SPEAKER_00

Okay. Well, well, it makes a lot of sense. Uh, can you can you share what wound up happening and why it didn't work out the way that you envisioned?

Why Deals Fail And How To Fix

SPEAKER_02

Yeah, there's a lot of misalignments from day one. And I would say as the seller, I didn't do a good job of doing due diligence on the buyer. Actually, I didn't do any due diligence at all, um, which was a huge mistake that I learned from. There wasn't a real communications or integration plan to bring the two companies together or to find and realize the value of the acquisition, the intended value of the acquisition. There was no real plan as it related to that. And the communications, frankly, were really terrible to the for the company that was acquiring us in terms of why we're being acquired and what the opportunity was, and you know, how these two companies would realize value together. Those are those are the big three. And I think that those are the three things that happen a lot of times that cause acquisitions and MA to fail.

SPEAKER_00

I'm sure you see that in your in your in your current work with your own clients.

SPEAKER_02

We do, yes. We uh we help our clients with MA communications, and we have sometimes been brought in to do the cleanup once there has been a series of challenges around communications and cultural alignment. Um, but the work that we prefer to do is to get involved either when the company's going to market or when an LOI has been written or about to be signed so that we can really put in place a communications plan that I would say is usually like 70 to 80% focused on internal audiences and 20 to 30 on external audiences. Because if the employees aren't bought in and they don't see the new vision of the company, if they don't see the new direction of the company, a lot of times they're overwhelmed by fear and this feeling of having to protect themselves because they're not sure what the future looks like. And when you lose key employees, you lose key clients and you you lose the value of the deal.

unknown

Right.

SPEAKER_00

You know, it it's um it's interesting to have 70% of the uh the communications are really internal communications. Yes. As I but as someone who's not on your in in your profession, I I would have thought it would be the opposite. I would have thought that the external communications would be far more complex and nuanced and and important because your employees are your team, they're they're you know, some companies are further misfamily. But I I I guess I would imagine those conversations would be easier, but but it sounds like that's not the case.

SPEAKER_02

So a lot of your client and supplier relationships are actually held by the employees.

SPEAKER_00

True.

SPEAKER_02

And there's a fundamental philosophy that we have that all internal communications is external communications. And that's more true than it's ever been, thanks to you know, the internet and social media. And so when you announce that you are being acquired or that you're acquiring a company, the first thing that most clients do or most customers do is they look to their client contact. They look at the employee that they know at the company and they say, Hey, what's going on? Like, is anything gonna change? Like, are your services gonna change? Are you still gonna be here? Like, what is happening now with this company that I buy from? And that ideally, like, I'm a loyal customer for. And if the employees don't have an answer, or if they don't feel confident in that answer, or if they're like, I don't know, nobody's telling me anything, right? Customers start to get scared and concerned as well. But if employees are communicated with well about the announcement, they understand it, they have had a chance to ask their questions, they feel confident and they see the vision and the future, and they feel like they can trust the new owners and the transition team. And they've been given tools like, hey, when a client calls you tomorrow, because we're announcing it publicly tomorrow, when the client calls you, here's like some talking points, here's some things that you can say. Or if the client doesn't call you, here's like an email that you can customize to your own voice and tone, but that you can send to your most important customers so that they stay. When those things are in place, customers are so much more likely to stay, and employees are so much more likely to stay because they feel confident in it. But it starts with the employees. If you really just let's say put 70 to 80 percent of your communication into external communications and the employees are caught off guard and they know less than the market knows, or they know less than the industry knows, that puts them in a terrible position to be able to retain and transfer trust between the owners.

SPEAKER_00

That makes a lot of sense. I think I appreciate that. Uh so um so I I I want to go back to your own journey uh because um you're you're you're talking about and you've given some some great advice to people who are looking ahead to a to a transaction. Uh I I love the uh the idea of buyer due diligence, by the way. Uh and everyone thinks of due diligence on the on the on the target,

Buyer Due Diligence That Saves Deals

SPEAKER_00

right? Um uh on the on the seller, but uh but buyer due diligence is something that that that you don't really think a lot about. What what kinds of questions would you have asked um uh if you have the opportunity to go back and conduct that kind of due diligence?

SPEAKER_02

Yeah, and in most cases, buyer due diligence actually rarely does matter unless like you sell the company and walk away. And for most small businesses, that doesn't happen because the owner retains so much of the value of the company. So in any case where you have a second bite at the apple, or if there's an earnout, or if there's um, you know, you you retain some sort of equity, you should absolutely do it be doing some buyer due some buyer due diligence. Some things that I would want to know is one, like who have you acquired in the past? And can I talk to them? I want to talk to the people that have gone through that experience. How was it for them? Was it good? Was it bad? Was it rocky? Was it you know challenging? Like, I want to talk to those folks. Please let me do that. And the company that I bought us had bought others in the past, and I should have asked to talk to those folks about their experience. Um, a lot of times the buyer won't give you financials, but they might give you goals. They might say, okay, here's where we're planning on heading as a company, and here's how we see you fitting into this or your company fitting into what our vision is. I didn't ask any questions really about vision or about where this acquisition fit into their overall strategic plan. Um, I would have also asked questions around culture because one of the biggest destroyers of value is company culture, and culture includes how the company communicates internally. So I would want to know like, can I talk to some of your key leaders about your company values and how you make decisions? And, you know, when push comes to stove, like how you as the buyer act under pressure. I want to know those things. And I want to talk to some key people and interview them. And you know, they might give me certain answers, but I can at this point kind of read between the lines to see what's really going on there. I would also ask them, I want to see their integration plan. Like, what is an integration plan that you've developed in the past if you've done acquisitions? What do you have a template? Do you like an integration template that you use that you would just apply to our situation? Or at least give me like a One to two page outline of what you think the integration of my company might look like as it relates to bringing these two companies together. Those are some very simple things that will really give you good insight into whether or not the buyer is being strategic, or whether or not the buyer has you know has it together, or whether or not the buyer has burned bridges and destroyed value in the past.

SPEAKER_00

Right. Well that's very helpful. Very, very helpful. That's gold that we just gave us cash. Thank you for that. Sure. Um you mentioned that at some point you were able to buy back the equity in the company.

Buying The Company Back Fast

SPEAKER_00

And did you become the sole owner at some point? Yes.

SPEAKER_02

Yes, I became the sole owner after that acquisition of buying the company back.

SPEAKER_00

Uh can you talk through that process what it was like to enter that transaction and have and negotiate for your own company back?

SPEAKER_02

Yeah, it was it was definitely challenging, especially because it was a three-way negotiation. Um, my former partner still had some equity, the acquire had equity and I had equity. Um, and I couldn't use the attorney that I used to sell the company because they were conflicted out in the buyback. So I had to find a trusted attorney as quickly as I could. And then once I bought the company back, I had to re-establish all the business systems. And that was one of the hardest parts because when we sold the company, they the comp the acquirer took over HR and payroll and uh all things finance related and all things IT related. And so I, you know, we agreed to an LOI and then the company the transaction closed 23 days later. Oh, we didn't even have office space, which mattered at the time. At the time, office space mattered, so we didn't even have that. So I really had 23 days from LOI to close to set up all the business systems, and that's where the network came up big for me, Bernard. Like I could, I had an idea of a banker I could call. I had an idea of, you know, a 401k provider and an ADP, not ADP, but a payroll type of processor who could help out. My most important thing at that time was to make sure that none of my employees missed a paycheck, that there was not a beat skip at all for them in terms of how they were taken care of. Healthcare was another example. I had to go find a healthcare broker and put in place a healthcare program in 23 days. So it was it was the toughest 23 days of my life, not gonna lie. Um probably tougher than when I had my child, but it was absolutely worth it. Um, at the time I bought the company back, it also needed to be rebuilt because in that four in that you know time period where it was acquired by somebody else, the right things weren't necessarily being done and the processes weren't necessarily being followed, and the clients weren't necessarily satisfied with the work. So it was a lot of trust rebuilding. Beyond the business operation systems, it was about trust and and regaining people's trust that I was going to navigate the company through this time. That was a rough year. I said 23 days, but like that whole year was really challenging. I was very, very fortunate in 2016. Um, so about a year and a half after buying the company back, um, to have completed the 10,000 Small Businesses program through Goldman Sachs, that came to me at the perfect time. Um, to join EO, the entrepreneurs organization, that came to me at the perfect time. And so there's something to be said when you're facing those hardest moments in your business to just look around and be like, what resources do I have? What's what's available? What's out there? What can I get? How can I access these things that are available to the entrepreneurial community? And it made all the difference.

SPEAKER_00

That's great. Um, that's remarkable how quickly uh you're able to um to go from from LOI the letter of intent uh to to the to the close to to actually operating. Um I mean, normally that that process that could take months. Oh, yeah. Uh is is remarkable.

SPEAKER_02

Well, when we sold the company, it took months. And I have acquired um companies since then, and it takes months, but that was just one of those situations where it's like, let's rip off the band-aid and get this thing done.

SPEAKER_00

Yeah.

SPEAKER_02

Yeah.

SPEAKER_00

So

Growing Through Smart Acquisitions

SPEAKER_00

um so so you brought up having acquired other companies, and I'm I'm I'm glad you brought that up because one of the things that I really uh admire about you and your journey uh is your growth by acquisition strategy. Uh could you please talk a little bit more about what that means uh and and and how you've been able to grow and scale your own company through acquisition?

SPEAKER_02

I think I got bitten by this acquisition bug when I first sold the company. And I was like, if I can sell the company and buy it back, like chances are there's other companies out there that you know would be a good fit to help Slice grow as well. So in and I got approached in 2019 to buy a book of business. And that was the first foray, other than my own company, of buying assets from another organization. So in that case, it was a nice little wade into the water. I got to buy a series of contracts without buying a whole company, employees, et cetera. And I got to learn like what is an asset purchase agreement and how do they work and how do you structure something like this to protect your cash flow, but to also find some value in the work and how do you transfer the client relationships with trust? So I got to do that acquisition. I was actually approached um by another member of my network who was doing this work for clients and just didn't want to do the social media and PR management for clients anymore. So it worked out great. It was one of those moments of kismet. And then um, when 2020 happened, we had a rough time like most, but fortunately bounced back pretty quickly because digital communications, what we do, and crisis communications, what we do, suddenly became very relevant. So in 2022, I was in a position to say, like, okay, let's take a look at another company that might want to sell. And we set that intention in July in January of that year, and by February of that year, without even like telling anybody we were doing it, um, a mutual friend of mine and another PR agency owner came to me and said, Hey Castle, do you ever want to buy anything? And I was like, funny you should ask that. Um, that acquisition, it was a full company acquisition. It took about a year to get the deal done, 10 months to a year. There were a lot of ups and downs in that process. Um, but we were very fortunate to be able to get that deal done. Um, and we acquired that firm at the very end of 2022 and integrated them fully into us, into SLICE. And then we decided that, you know, we learned a lot. We learned a lot from that acquisition, and it was something that we think that we could apply those learnings in future acquisitions. And so we bought another company in August of last year. Um, and we continue to look at at companies that are good fits for us. Now we do have an integration playbook, we have an acquisition playbook, we have an integration playbook, we have a process by which we do this type of um this work now and and continue to keep doing it. Me personally, I love giving exits to other female entrepreneurs. So so far, um, the two companies that we've bought have both been women-owned and operated. And so to be able to say to the community, like, yes, they sold their business, because I think selling your business is still cool, that they sold their business and they didn't just shut it down is is a nice thing personally, in terms of my own mission and my own passion to support other women entrepreneurs.

SPEAKER_00

That's fantastic. Uh now, without giving away the secret sauce or any kind of advantages, uh, can you talk a little bit about what's in your playbook? You

The Acquisition And Integration Playbook

SPEAKER_00

said you have an integration playbook and an acquisition playbook.

SPEAKER_02

We do. So they really are one playbook. There's the acquisition part and then there's the integration part. Um, I focus a lot on the acquisition part in in conjunction with our CFO. And what I'm looking at is we have a very clear outline of red flags and green flags, things that we are looking for in a business to acquire and things that would indicate that that would not be a good business to acquire. And so we've gotten real tight on those. Now, are we always perfect perfect in terms of like how we adhere to them? Not exactly. There's always a wiggle room, but every time we do a deal, we go back and we look at our red flags and green flags and decide like, is that still what we want in terms of our strategic vision for the company? Um, and that those requirements are completely aligned with our strategic vision for the company. Um, I now have a letter that I sent folks in my network, whether they are business brokers or exit advisors or others, that says, like, hey, here's who I am, here's who our company is, here's what we're looking for. And um, if you know anybody, like let us know. And so that's part of part of the outreach is to just be very clear and concise and consistent. And it's one page, it's not very long, it's one page, but it explains what we're looking for. And um, that I got feedback actually earlier earlier this morning. They're like, I've never seen Michael this that tight. I'm like, yeah, it is that tight because we're very specific and strategic in the in the work. So I get to do a lot of the outreach, I get to talk to a lot of the owners. I love talking to other agency owners, and I get to hear about their journey and their story and what their hopes and dreams are for the company, even after they own it. Um, once we have that conversation and it feels aligned, I will send them an NDA, pretty standard non-disclosure agreement that says, like, hey, you can share stuff with me. I'm not gonna share it with anybody. And that's a that's a pretty good way to get started. And then I have basically it's almost a form email that says, hey, if you really want to do this, here's the information that we'd like to see. And it's anywhere from eight to ten bullet points. It's not that many, eight to ten things. And here's a little Google Drive that's secure where you can upload this information. And by the way, we just we're asking you to fill out this little spreadsheet so we know a little bit more about your company. And then we'll take a look at it. Myself, our CFO, our COO, we'll take a real hard look at the company and usually come up with more questions. We'll get answers, come up with more questions. But then if it feels like we're in a place of alignment that, yeah, this this is going to be advantageous to everyone, then we'll put together a very simple term sheet. And if the term sheet looks good to everybody, then we'll we'll work up a letter of intent.

SPEAKER_00

Okay. Um, I appreciate the alight on that process. That's really helpful.

SPEAKER_01

Yeah.

SPEAKER_00

And um and is is your model that the um that the original founder or or at least the owner uh of the target uh stays with the company after the close?

SPEAKER_02

Sometimes they do, sometimes they don't. Um we had one situation where the owner decided that they were done. And so they had a consult a consulting agreement with us for a couple of months following the close, but they were basically done. Um, we have another one where the owner wanted to stay on for two years and kind of like work on her own schedule. So we have that in place. Uh, we're also looking at one right now where the owner wants to stay on as a full-time employee. So everything, it depends on the owner, it depends on the business, it depends on the our company's needs at the time, it depends on their company, like the company that we're acquiring, what their needs are. And so it is it's an open conversation. But ultimately, if there is an owner who wants to stay and add value, and that's the type of value that we need in the company, we want to have that. If there's an owner who's like, no, no, no, I need to be out day one, and it that is a feasible option according to our integration analysis, then we can make that happen too.

SPEAKER_00

So um you've given us really great content about um what a company would what a an owner really would want to be thinking about uh if they were going to embark on a growth back, which is a strategy. Um, but I'd love to know uh if I guess if there are any lessons that you learn the hard way uh once you started the strategy.

SPEAKER_02

Oh, so

Culture Fit Remote Work And AI

SPEAKER_02

many. So many lessons. Uh one of them is about cultural alignment. Like we have to make sure there's cultural alignment. Um, and if there's not, like how do we bridge the because there will be some gaps, like how do we bridge those gaps very, very quickly? Um, we recognize that we are a very process-oriented organization. And if the company that we're acquiring is not, that can be really challenging and sometimes like destroy a deal. So if we say, here's our process, like this is what we want to do, and the other party's like, no, how about if we just, you know, whatever, like that does it doesn't work for us. Like it's not gonna work, they're not going to be easily integrated into our EOS system, they won't understand how we work as a company and we won't understand them, so that will be no good. Um, we recognize that we can't buy a company where everybody's all in office. It doesn't work for us. We are a primarily remote, though I would say, hybrid organization at times. We have offices if people want to go to them, but we are not the type of organization where you come in nine to five every day and you sit next to the person who tells you your manager who tells you what to do. That is not us. And like that is not going to be a good fit for how we work. So a lot of people talk about culture. When they talk about culture, they think about values, they think about mission. But we what we learned the hard way is that culture is much more about how you do the work that you do than just what your values are. And so we we need to understand that anytime we bring on a company and look for gaps in that. We also have a certain way that we work technologically. We are um we are we have embraced AI. We've been talking and thinking about and writing about AI since 2019. Um, we have embraced it fully within the company. Now that said, we have a very strict AI policy. We don't use AI for content generation or origination. That is not how we work, but most people in our company know how to build their own AI agents and their and their own gems. And so what we're looking for is not that a company is as AI advanced as we are, but we're looking for a company that is willing to learn and embrace new technology. We were at the very beginning of social media being a way that companies talk to people. Our intention is to continue to be at the very front of the way that technology, whatever technology it is that comes, um works in terms of and services the goals that communications have. So we're looking for that alignment. And if we don't have it, the deal's probably not going to work. So those are some those are some examples of the lessons learned.

SPEAKER_00

Oh, thank you. So as you as you look ahead, uh, I know that you mentioned that you continue to look for um textual acquisitions.

AI Research New Books And Slice University

SPEAKER_00

Uh what else is on the horizon for splice communication?

SPEAKER_02

Oh my gosh, we have a lot of things going on. So, like I said, we're very AI forward and we're doing a lot of thinking and talking and speaking on AI and how it affects communications. We've done a series of webinars recently on this topic, one about AI and the customer journey, another one about AI in the age of reputation management, another one on the role that AI plays in crisis communications. So that's an area that we see as a big opportunity and um we want to keep talking and thinking about it. We are helping companies put AI policies in place within their marketing and communications organizations because they need to have alignment in terms of their overall AI policy and strategy, as well as their company values and their company ethics as they think about AI use in communications in particular. So we're helping some companies with that. Um, we're also doing some really interesting AI visibility study studies, uh, reputation assessments to look at how AI is impacting organizations' reputations digitally, primarily, but also through the news media. So that's an area where we're spending a lot of time. Um, I am working on a new book around executive communications, which ideally will come out by the end of the year. Uh, I think the fifth draft just went in for review. So hopefully that book will come out pretty soon. And then after that, I I think Bernard, I think you tell me what you think. I think I'm gonna write a book on MA communications.

SPEAKER_00

I love that.

SPEAKER_02

Okay, okay. Well, if I have your if I have your seal of approval, like that's a thing that I'll work on. Um, we have an initiative called Slice University, which we started, which is meant to educate um everybody who works in or adjacent to communications, especially in corporate communication. So every month we're bringing three to four thought leaders together to have a conversation about a topic. Um, and so that's gonna continue to push forward. We try to have those topics be, you know, six to twelve months ahead of what people will be dealing with. Um, so so that's an initiative that we're gonna continue on. One of our core differentiators is that we believe in elevating everyone. And so that means education, that means learning, that means teaching and thinking and talking and having conversations. So we're gonna continue on that path, that elevate everyone path, um, regardless of what gets thrown our way next.

SPEAKER_00

You uh it sounds like you've got a lot on your plate. I'm really excited to uh to see everything you do and and and for for for all the books that are coming out.

SPEAKER_02

This is this is this is very Yeah, this one, this one's uh very like near and dear to my heart, the executive communications one and executive branding. A lot of blood, sweat, and tears went into that one, the thinking of it. So um, I'll make sure you get an early copy. And if anybody listening to the podcast wants an early copy, send me an email or chat me on LinkedIn and uh we'll do what we can to get you one because we want to get this in the hands of people and get people's feedback on it.

SPEAKER_00

Yeah, that's fantastic.

How To Reach Cass And Wrap

SPEAKER_00

Thank you for that. Uh so um if someone did want to reach out to you if they had questions or uh you know, in and hopefully it'd be earlier than 2 a.m.

SPEAKER_01

Yes.

SPEAKER_00

But if they don't want to reach out, what is the best way to contact you?

SPEAKER_02

So I I pride myself on being one of the easiest people to find on the internet. Uh Cass Bailey, there are a couple of others of us, but very few that when you add communications or PR to the end, you'll you you'll be able to find them. I usually am the one. Um, I spent a lot of my time on LinkedIn, so hit me up there, Cast Bailey Slice Communication, super easy. Um, and and yeah, I moderate a lot of these Slice University uh conversations. So come visit me. Send me a question, let me know what you're thinking. I want your feedback so that we can make sure that we're serving our community well.

SPEAKER_00

Uh well yes, I just want to thank you again uh for just for sharing your journey and open up about uh the uh the highs and the lows of what you've experienced as an entrepreneur. Uh and I've learned a lot today, and I'm sure the audience did as well. Uh so I really appreciate you being here.

SPEAKER_02

Thank you so much for having me. This is a joy. It also went very quickly. And thanks to everybody who who's listening. Appreciate you, your time, your energy, your attention.

SPEAKER_00

Couldn't say it better myself. Uh this has been another episode, apologize for boosting a bit. Thanks, everybody.