Julie Comer has continually been at the center of major international deals. Helping French company Adwanted obtain fifteen million euro in investments and acquisitions in France and the UK, facilitating Baozun’s (China’s e-commerce leader with nearly a billion dollars in market capitalization) partnership with Full Jet, and most recently Baozun’s acquiring Greater GAP China, Julie has repeatedly proven herself to be one of the most knowledgeable and creative minds in the industry. International deals of this size rely upon someone like Julie who is far more perceptive and insightful than most; leading us to ask her for a layman’s informative guide to today’s climate and how to understand it. What follows are ten questions with replies from a leading expert in the field.
You’re a Mergers & Acquisitions Expert & Financial Analyst. That’s a great sounding title that seems pretty wide. How would you describe what you do to someone on the street who doesn’t know much about big financial deals or finance? In easy to understand terms, what a good description of what someone such as yourself does?
It took me many years to be able to explain what I was doing, as it can take so many forms depending on the assignment. If we take the big picture, I would say that we are helping companies in the Marcoms, IT, E-commerce, and data space define and implement their strategy to grow in a new market. We can help companies grow in many ways. Most of our work is to help companies with their external growth. In that case, we can work with our clients during the whole buy-side process to help them find the right partner to grow in a new market. It means we will work with them to define the profile of companies that make more sense for them to acquire; we will then screen the market to find companies that fit the brief. Once we get the client’s feedback to reduce the list to a shortlist, the next step is to reach out to the potential prospects to present them with the partnership opportunity and have them excited about it. Once the connection between our client and their preferred partners is well established, we act as an investment bank. We can advise our clients through the entire M&A process, from the term sheet negotiation and due diligence management to the transaction's closing. Another side our my job is to work with clients, primarily entrepreneurs, who have been building their companies over the last few years and decide it’s time to find the right partner to finance their next growth journey or simply because they want to monetize their investment. And in that case, we will work with them to identify the right partner until we sell their company. A less common but still important part of what we are doing is helping companies refine their organic growth. In that case, we work with them to assess their operations, services, market positioning, and so on to identify improvements to unlock their growth.
What attracted you to this field? Was your mind always drawn to puzzles and how to make seemingly complex solutions be discovered?
Before joining Lazare consulting, I had previously worked in the corporate finance department of one of the largest luxury goods companies. Although I liked working on all the financial subjects, I realized that being in the operations was quite narrowing. The issue with working in the finance department of a worldwide company is that you can’t get the big picture (or at least not for your first job) as you will work at a country level or brand level, and it was too narrow for me. So, after realizing that, I decided I should go on the other side, which means being an advisor. You can do that by working in an investment bank or a consultancy. And by being an advisor, you get to work with several clients in different industries. Become very experienced and knowledgeable in an industry and you’ll never be bored! Working for Lazare Consulting allows me to do both: working on market entry strategy as in consultancy and being involved in M&A transactions as In investment banking. I would add that by joining a small consultancy, I chose the opportunity to be super involved in every project, worked closely with Lazare Consulting partners, and met incredible entrepreneurs who shared their knowledge and passion for their industry.
The world continues to expand into a global economy and you’re a part of making huge deals (millions and billions) between entities of different countries. What are the most significant challenges that you experience in your work in navigating both the legal and cultural differences of those from different parts of the world?
I do agree that it’s pretty challenging to work on cross-border deals but i’'s also what is exciting. I think what we’ve learned over the past is that preparatory work is quite essential. Each time we work on a transaction to acquire a company in a new country, we make sure that we engage and work with the right experts because, in a transaction, the legal and fiscal experts are critical to the transaction's success. Most of the time, what we are doing is just checking with our network to find the right expert that we should work with along the transaction.
The other significant challenge in a transaction across many countries is the human element. You need to adapt quickly to whom you are working with. For example, you need to quickly decide if the person you are working with prefers detailed instructions or is more autonomous and can work with guidelines. It’s pretty important to realize this as it will impact the efficiency of the transaction. What is also specific about Lazare is that we often act as a bridge between the different cultures. As an international team with quite a broad international exposure, it is easier for us to adapt to the teams quickly. For example, during the transaction between GAP and Baozun, we were the bridge between GAP, a company with a strong US culture, and our Chinese client.
Your Work with Full Jet illustrates how essential China is as a financial and consumer force in the modern world. What kind of opportunities do you see for companies who look toward China for future endeavors?
My experience in China mainly relates to e-commerce and retail. These 2 sectors have a strong track record of growth over the last few years. Now, China’s e-commerce market is almost twice the size of the US market. The Chinese market is quite appealing to companies but they must keep in mind that it is a very demanding market. Companies need to forget the consumption habits they know from other markets and develop a strategy within their China operations that are close to the market’s demands (not dictated by their overseas headquarters) so that they can quickly adapt their strategy to the Chinese market needs that are constantly evolving. Look at what happened with Amazon, which left only 4 years after entering the Chinese market. They came with their brand standards imposed by the HQ, whereas Chinese consumers want colors and many pictures to see the product.
Thriving companies are the ones that manage to implement a China-for-China strategy while being very flexible to adapt to new consumer trends.
You were a significant part of the growth that France’s Adwanted experienced in the UK and US through (French) investors. Walk us through your process in a deal like this. How do you find the proper investors to finance the growth in different parts of the planet? How does something like this even begin?
Adwanted is a fascinating case study. Lazare Consulting has been working with them since the beginning of their journey, and I was lucky to join them along the way! Adwanted’s core mission has always been to make the creation, sale, and management of advertising seamless and to help their clients enhance their media and marketing plans. They now have tech systems that enable advertising to be bought, sold, and evaluated better and faster. They propose events and digital publishing to keep their audiences informed, educated, and connected. Before all of that, they started in France, more precisely Lille, in the North of France. After acquiring two companies, Adwanted began looking to grow abroad; they opened an office in Spain and the US but they quickly realized that it would take too much time and financial resources to grow organically. In the Marketing and Advertising space, it is fundamental to have a strong reputation in the market and long-lasting relationships with clients and key players. Acquiring the right company that can bring brand equity, sustainable clients, and a reputation in the relevant market makes more sense. They applied this build-up strategy to the US market by acquiring SRDS. I think SRDS was a game changer because it gave them a real international presence and demonstrated their capacity to buy and integrate a foreign company. So when we met investors to finance the Mediated acquisition, we could use this example to demonstrate Adwanted ability to generate value from an international acquisition and create commercial and technological synergies. In the case of Adwanted, we also used the argument that it was vital for them to have a presence in three of the largest advertising markets in the world (US, UK & France). Of course, when approaching investors, the founder's vision for the company is critical, and it has to be supported by a detailed financial Business Plan. I would say the Business Plan is here to reinsure the funds but what truly matters is the management team's ability to gain the investor's confidence by sharing their vision and view on the market.
For smaller companies who perhaps aren’t in a position to hire someone like yourself, how would you advise them to look for potential investors or partners in their business who will help them reach their goals?
If you are looking for a partner, I recommend using all the available tools to start listing the potential partners that fit your brief and approach them. If you have identified companies with whom you could generate synergies, it should also appeal to them. When it comes to investors, I think that more value is generated when we all focus on what we do best. Working with a advisors that will help you raise funds makes sense as you can stay focused on the day-to-day business while they are looking for investors. It is always a positive sign to present clients' wins while you progress in the discussions with investors.,
Obviously, it’s not just about money in your type of work; it’s about finding the right relationship that benefits everyone. That’s easier said than done. Do you have a checklist of general “shared goals” when considering entities for a merger/acquisition? In other words, what things do you look for to make sure that everyone is getting a good deal?
My main advice is that once you have identified a list of potential partners, you should really focus the conversation on the vision and the potential synergies and be sure cultures are aligned. Once done, it is easier to go into more complex discussions about the valuation or the future leadership structure. A common mistake is to start the discussion with the company's valuation. Of course, you should be aligned on a range but it should come after establishing a good relationship and a shared vision for the possible partnership.
Your work seems like it could be all-consuming. What does time away from work look like for Julie Comer and how do you “empty” yourself so that you are ready to get back to work with a fully recharged battery?
It’s true that it is a work that requires you to be almost always connected as we are working with different time zones. Some periods can be intense, especially when you are closing a deal and you need to be 100% involved. When I can, I try to go hiking to clear my head, it can be a 1-day hike over the weekend; there are charming forests outside Paris, or longer hikes. Last summer, I went on seven-day-long hike in the Himalayas. It was definitely physically challenging, but the landscapes were magnificent. It was the first time I was off from any digital devices and news for so many days, and I think it helped reboot me to 100% – allowing me to be even more focused and eager to close the deal between GAP & Baozun.
In your many years at your career, what is the thing which you know now that would most surprise the Julie Comer who began this career on her first day?
When I decided to join a small and unknown M&A & consultancy boutique (at that time) rather than a large bank, I thought I would give up being able to work with large companies as we were mainly working with start-up and mid-sized companies founded by entrepreneurs. After doing quite a few deals with different companies, I realized that the M&A process is always the same. Of course, it depends on the industry, and every M&A deal comes with its complexity and challenges, but in the end, a SPA remains a SPA, and the burning subject will likely be the Net working capital! I would even add that being involved in the M&A process, from the first discussions and the term sheet negotiation to the due diligence and the final contract negotiation, gives me a real competitive advantage I won’t gain from working in banks.
Closing this deal between GAP and Baozun proves that I gained enough experience to participate successfully in more extensive and global projects with sizeable clients.
If you had to choose one deal that you’ve been a part of that would stand out as the most illuminating, what one would it be and why?
All the deals are pretty unique because you are getting to know so much about a company and sector, you are working very closely with the management team, and you always have up & downs during the negotiation process. But I would say the sale of Full Jet was quite special for me as it was my first project. I had learned a lot about the M&A process, the financial modeling, and the do’s & don’ts during an acquisition, but being part of a process is quite different. I would add that a selling process is always more challenging than a buying process, as you need to go and look for potential partners that would be a good fit and convince them of the value of the company you represent. Knowing that Full Jet is still thriving in the Baozun environment is also quite rewarding!