Steven Koinis

Steven Koinis: How to Structure Cross-Border M&A and Roll-Up Acquisition Strategies

0 Shares
0
0
0
0

Cross-border mergers and acquisitions bring a distinct set of challenges that demand both cultural sensitivity and strategic alignment. Nearly 80 percent of M&A transactions fail, and the risks only increase when international borders are involved. Steven Koinis has spent decades addressing these complexities, drawing on experience in Eastern Europe, North Africa, the Middle East, and beyond. His work has helped companies navigate international transactions and execute roll-up strategies with greater confidence and clarity.

Expanding Career Across Global Markets

Steven Koinis calls his background an “eclectic collective,” which might be putting it mildly. His career reads like someone in constant motion. After early years in Athens, he moved into European corporate turnarounds, including one deal where his firm acquired a division of Pilkington Glass and successfully restructured it within a year. From there, he returned to the United States to work with a British firm on acquisitions before stepping into an operating partner role at a private equity firm. That position placed him directly in charge of several portfolio companies, where he was responsible for restructuring them and preparing each for exit. But the international pull was too strong. By 1997, he was back overseas, this time managing an orphaned assets portfolio and direct investment for a sovereign wealth fund in Abu Dhabi. The timing was striking. Oil prices were climbing toward $143 a barrel in the wake of the Iraq war, and Middle Eastern sovereign funds were awash with capital but needed seasoned professionals who knew how to deploy it globally. Koinis spent years in that world, eventually becoming a general partner in a private equity fund backed by members of the Saudi royal family.

Understanding Why Most Mergers Fail

Ask Steven Koinis about cross-border M&A challenges and he does not hesitate. “Approximately 80 percent of all M&A transactions fail. And there is a reason for that. It is usually because two companies decide they want to get together without conducting proper due diligence.” The issue is not what most people assume. It is rarely about financial modeling or regulatory approvals. “It is about alignment between the firms that are merging or where one is being acquired, and how that integration will happen. It is also about cultural fit,” he explains. He has seen the same mistake play out in different countries and business environments. Companies get swept up in the synergies that look compelling on paper but overlook the human element. “It comes down to how people will be integrated and whether they truly align culturally. Leadership is critical to this,” Koinis says. Without that alignment, even the most financially sound deal can unravel.

Explaining Successful Roll-Up Approaches

Roll-ups are often mistaken for traditional M&A, but the mechanics are different. Steven Koinis explains it simply: they start with a platform company, the foundation into which other businesses are acquired and integrated. Typically, this platform is owned by a private equity firm and serves as the anchor for building scale. The critical factor, Koinis says, is alignment. “These companies have to understand who leads and what direction they are all going.” It sounds straightforward, but he has watched countless roll-ups stumble on this very point.

The toughest situations often involve founder-led companies. “When you are rolling up and acquiring a business that still has entrepreneurs in charge, and it is the first institutional capital coming in, they often have a very hard time adjusting to corporate life,” he explains. His solution may sound blunt, but it is practical. “The truly successful ones I have been associated with usually change out management at the time of acquisition.” Entrepreneurs who built their companies from scratch sometimes struggle with reporting to boards and adapting to structured processes. Financially, roll-ups can be compelling. “You can buy a platform company at six to eight times EBITDA, then acquire others at lower multiples, perhaps five to six,” Koinis notes. As the combined entity grows, the valuation multiple expands. “You buy something at six or eight and sell it at ten or twelve, which has really driven private equity for the past forty years.”

Today’s environment is far tougher than what Steven Koinis faced earlier in his career. The biggest shift, he says, is interest rates. “There are a lot of challenges right now, especially with the rise in interest rates and the effect it has had on how private equity firms finance their deals.” Before COVID, financing was almost too easy. “Money was basically free from banks and credit funds. Low interest rates, favorable terms and conditions really drove it,” he recalls. Those days are gone, and the consequences reach beyond higher deal costs. The bigger issue is capital recycling. “Historically, you would see 25 to 30 percent annually of capital being repatriated to limited partners who could then roll it back into new funds. The last couple of years, it has been closer to 10 percent.” That slowdown makes fundraising harder and drags on the entire market.

Geopolitical uncertainty adds another layer of strain. Koinis has seen firms in consumer products hit especially hard. “With tariffs increasing significantly in certain countries, it has really put a strain on companies.” Supply chains that looked smart five years ago may now be liabilities.

Despite the headwinds, Koinis clearly loves the work. “Frankly, I love it. It is helping firms perform better,” he says. His perspective is shaped by decades of living and working across regions and cultures. “Having such a broad background, you tend to think outside the box.” That global outlook often informs his thinking. He recalls his early work in Egypt, when the population was 36 million. Today it has swelled to 110 million. “They probably have not created 50 million jobs in the last 40 years to match the growth,” he notes. Demographic shifts like this ripple across everything from trade policy to investment strategy.

For Koinis, globalization has been a net positive. He believes it has “increased standards of living across the world several fold in both underdeveloped and developed countries.” The challenge now, he says, is navigating an era where political winds are shifting toward protectionism and reshoring.

Connect with Steven Koinis on LinkedIn to explore insights on international M&A and private equity.

0 Shares