Boards, founders, and deal teams are moving faster than ever—but speed without structure can derail even the strongest transaction. In this episode, Tonya Mitchem Grindon, Shareholder and Chairperson of the Business Department at Baker Donelson, joins Brock Niezgoda, Partner and Corporate/M&A Practice Leader at Gray Reed, and Jonathan Lazarow, Founding Partner of Ambrose Lazarow PLLC, to unpack how corporate governance shapes successful dealmaking.

From balancing fiduciary duties with transaction speed to managing conflicts in affiliate and management buyouts, this conversation delivers practical strategies for lower middle market and middle market M&A. Learn how leading advisors structure clean processes, mitigate CFIUS and antitrust risk, navigate activist pressure, and ensure boards fulfill their obligations—without killing momentum.

Whether you’re leading a sell-side process, evaluating cross-border buyers, or structuring a complex recapitalization, this episode equips you with governance-first frameworks that protect value pre- and post-close. Watch now to sharpen your edge and visit MAAdvisor.com for more.

#MAAdvisor #CorporateGovernance #MiddleMarketM&A

[00:01:30] Introducing governance challenges in fast-moving deals

[00:02:30] Balancing fiduciary duties with transaction speed

[00:04:30] Board involvement vs. management momentum

[00:06:00] Managing conflicts in LBOs and management buyouts

[00:08:30] Affiliate transactions and separate counsel best practices

[00:11:00] CFIUS strategy: voluntary filings and risk mitigation

[00:16:00] HSR, antitrust exposure, and clean room protocols

[00:18:30] Cross-border regulatory complications beyond the U.S.

[00:20:00] Public company SEC disclosure discipline

[00:21:30] Shareholder activism and recapitalization pressure

[00:24:30] Post-close integration risks and cultural alignment

[00:27:30] The Delaware vs. Texas governance evolution

[00:29:00] Overcommunication as a governance superpower

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Show Notes

In this episode, we sit down with Brent Baxter, CEO of the Association for Corporate Growth (ACG), to break down what’s really happening in the middle market M&A landscape.

From rising deal flow and extended private equity hold periods to the growing role of AI in value creation, Brent shares insider insights backed by decades of experience and data from across the dealmaking ecosystem.

We explore why 2026 is shaping up to be a “swell” year for M&A activity, what’s driving renewed momentum, and how investors, operators, and advisors can position themselves for what’s next.

Whether you're an investment banker, private equity professional, or aspiring dealmaker, this episode delivers practical insights on navigating today’s evolving market.

Guest: Brent Baxter
Title: CEO, Association for Corporate Growth (ACG)

• Why 2026 could see a surge in middle market deal activity
• The impact of rising private equity hold periods (4 → 6 years)
• How interest rates and macro uncertainty delayed exits
• Record levels of capital (“dry powder”) driving future deals
• The role of AI in accelerating value creation—not replacing dealmakers
• Sector trends: manufacturing slowdown and recovery signals
• How relationships—not spreadsheets—drive real deals
• Inside DealMAX: 3,400 attendees and 20,000+ meetings
• The “stair-step” model of private equity exits
• Career advice for young professionals entering M&A

• Middle market leads job creation—and PE-backed firms outperform
• Investment banking pitch activity is rising sharply
• AI is becoming central to operational efficiency and valuation strategy
• More capital = more competition = more deal opportunities

• “Deals happen on relationships.”
• “2026 will be… swell.”
• “The one certainty is uncertainty.”

Closing a transaction in today's volatile market requires more than just a willing buyer and seller—it demands a relentless commitment to execution. In this episode, a panel of seasoned experts, including Tom Goldblatt, Derek Swanson, and Steven Nigro reveal the unvarnished truths of getting deals across the finish line.

From managing "deal fatigue" and screaming sellers to building institutional-grade transaction committees, this session provides Founders and PE partners with a sober, evidence-based plan to protect value. Learn how to identify early red flags and systematize your process for high-stakes deal success. Visit maadvisor.com for more insights.

#MAAdvisor #DealExecution #LowerMiddleMarket

Show Notes

• [00:01:00] Mastering the art of relentless M&A deal execution strategy.

• [00:05:00] Identifying early warning signs and red flags in new engagements.

• [00:06:00] Borrowing buy-side best practices via internal transaction committees.

• [00:07:00] Using proactive client education to eliminate technical friction.

• [00:08:00] Why certainty of close starts at the selection of the deal.

• [00:13:00] Managing advisory risk with strategic high retainers on tough deals.

• [00:15:00] Systematizing internal processes to empower junior deal team members.

• [00:17:00] Maintaining flexibility on non-core points to preserve deal momentum.

• [00:23:00] Overcoming due diligence hurdles when records are unorganized.

• [00:30:00] Managing the buyer’s cadence during critical exclusivity periods.

• [00:33:00] Navigating deal fatigue and the "eleventh-hour screaming seller" crisis.

• [00:36:00] Using transparency to manage priorities and meeting commitments.

• [00:39:00] Why human relationship building remains irreplaceable by AI in closing.
  

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