Executive Boardroom Maneuvers — Ep 4: Negotiating Mergers & Acquisitions | English C1-C2
Shadow this lesson: play a line, pause, and repeat it out loud — matching speed and intonation.
Conversation Script
Reyes
Let's not pretend the earnout clause is anything but a smokescreen for a lower upfront price.
Whitfield
Smokescreen or not, it protects our shareholders if your projections turn out to be wishful thinking.
Reyes
Wishful thinking? Our synergy estimates were vetted by three independent auditors.
Whitfield
Vetted, sure, but auditors have a habit of rubber-stamping whatever the client wants to hear.
Reyes
Ouch. I didn't realize we'd graduated to insulting each other's due diligence teams.
Whitfield
I'm not insulting anyone, I'm just refusing to sign off on a valuation built on optimism.
Reyes
Fine, let's table the earnout and talk about the golden parachutes your board is demanding.
Whitfield
Those parachutes are non-negotiable; my executives won't walk into this merger unprotected.
Reyes
Unprotected? They're getting three years' severance for a transition that might take six months.
Whitfield
Six months on paper, sure, but integrations like this always drag on far longer than anyone admits.
Reyes
Touché. I suppose I've sat through enough post-merger chaos to know better than to argue that point.
Whitfield
Exactly, so maybe we split the difference: two years' severance, and you drop the earnout clause entirely.
Reyes
That's a bold trade, but it might actually get this deal past my board without another six-hour session.
Whitfield
Then let's draft the term sheet tonight before either of us has time to second-guess it.