Marko Iwanik

[Drew Fallon @drewfallon12]

PepsiCo slashed poppi's earn out from $300m to $12m (-96%) and it sparked a lot of debate over the weekend: how real are earn outs? Allow me to settle it for you:

Not very real, in strategic deals at least.

I analyzed 100+ M&A deals from the last 2/3 years (not incl. 2026) and only about 12% of total earn out value has ever been paid out - not including the famous fairlife uncapped earn out that has paid out an extra $6.5b on top of an initial $979m deal.

Earn outs are not hugely common in strategic acquisitions in the first place. Brands like

- RXBAR, acquired by Kellogg Company for $600m
- Simple Mills, acquired by Flower Foods for $795m
- NATURIUM, acquired by E.L.F. BEAUTY for $355m
- OWYN acquired by Simply Good for $280m

Did not have any earn out whatsoever in their deals.

For those brands that did have earn outs, like Clif Bar, poppi, rhode skin, Casamigos Tequila, touchland & more - the median earnout represents about 25% of the total.

Alani Nutrition - perhaps the best performing acquisition of the decade other than fairlife - had a $25m earnout (1% of deal value)

Poppi's earnout was about 15% of the total deal value, and although it wasnt hit - my deeply sophisticated intuition tells me the founders are doing just fine 🙂

[Drew Fallon @drewfallon12]

When I saw spiked ade sold for up to $350m in just 15 months, my first thought was - who the

Meet Jason Cohen, serial CPG chad.

The track record is next level:

- 2005: Mamma Says biscotti, which he co-founded in 1999, sells to Nonni's

- 2010: Founded Sensible Portions (Garden Veggie Straws) sells to Hain Celestial

- 2013: Rickland Orchards sells to B&G Foods for ~$57.5M + earnout. That was 19 months after launch, at $50M+ annualized sales

- 2016–21: As co-CEO of Halen Brands, he backs CORE (sold to KDP for $525M), Chef's Cut and OWYN

- 2026: SpikedAde sells to Constellation for $75M upfront + up to $278M in earnouts

[Drew Fallon @drewfallon12]

Brands on iris made 2.7x more in profit over prime day this year vs the baseline

That's vs 2.8x more profit over baseline a year ago.

But, sales were up 2.59x in 2026 versus 2.54x over baseline in 2025

More incremental revenue vs last year, less incremental profit

Did you beat or miss these benchmarks?

[Drew Fallon @drewfallon12]

🚨 ATTN: NYC CONSUMER FOUNDERS🚨

Updated for 2026: your guide to local investors still actively writing checks into consumer products businesses across the VC > PE spectrum.

👉 CAVU Consumer Partners (growth)

👉 Sandbridge Capital (growth)

👉 Greycroft Consumer Brands (VC)

👉 Siddhi Capital (growth)

👉 Founder Collective (VC)

👉 Left Lane Capital (VC/growth)

👉 Aria Growth Partners (growth)

👉 TZP Group (PE)

👉 Bansk Group (PE)

👉 Stripes (growth)

👉 Maveron (VC)

👉 CULT Capital (VC/growth)

👉 Imaginary Ventures (VC/growth)

👉 Coefficient Capital (VC/growth)

👉 Prelude Growth Partners (growth)

👉 True Beauty Ventures (VC)

👉 Silas Capital (VC)

NYC has a ton, can't tag them all! Who did I miss?

[Drew Fallon @drewfallon12]

https://t.co/vlQadTzllr

[Drew Fallon @drewfallon12]

Fragrance is by far the most popular new category to enter in beauty

e.l.f. launched e.l.f. POP today: a $13 body mist and a $13 body cream. It's e.l.f.'s third new category in 2026, after a fragrance collab with H&M in January and e.l.f. Hair in June.

elf isn't alone. We tracked 18 beauty brands that moved into a new category over the last 12 months. 13 of their 22 moves went into fragrance or body care 👇

Makeup brands led. NYX added body oils and mists, Huda Beauty a permanent eau de parfum, and Tower 28 a body wash.

Fragrance was mass beauty's fastest-growing category in H1 2026, up 15%, per Circana.

The wildcard is pet: Glossier, Jo Malone and Rituals all launched dog products within four months lol

[Marko Iwanik @markoivanik]

@cdolan04 @drewfallon12 This is sick

[Drew Fallon @drewfallon12]

NEW CONSUMER VC FUND HILLTOP RAISING $125M FUND 1

In a linkedin post, former Left Lane Capital founding partner Jason Fiedler revealed he has raised a brand new venture fund that invests 5-10m lead checks into ‘high growth, capital efficient consumer products and services.’ The fund has made 4 investments alredy

Jason’s investments at Left Lane include Blank Street ($650m valuation 2026, led series A), HOLY! 

Jason is also famous in the industry for being an early angel in Farmer’s Dog (2016), Oura (2020), Figs (2016), and more.

Jason is a close friend & if i were starting a brand I would take his investment all day so founders make sure to hit him up!

[Drew Fallon @drewfallon12]

It's been fascinating to watch how customers preferred medium for using AI changes

The most popular way we've seen lately for iris customers is via slack

Fin has access to your entire data warehouse & iris front end and can create excel files, docs, even schedule reports on a regular basis - watch me ask for an amazon report

It's truly like having an AI CFO teammate - just faster and smarter

[Chris @cdolan04]

Things we got right at gruns #2 - Unit Economics

Everyone thinks they know their unit economics, but they really don’t - not at the level they need to. LTV:CAC is the primary metric, and it has a million inputs

costing SKUs at the PO level, knowing the exact impact on your LTV of that gift with purchase campaign, understanding how retail affects gross margin and CAC tolerance, all of it - down to the literal penny.

This is where data and AI really unlock tremendous value inside brands. when you achieve that level of clarity and understanding around your unit economics, you can scale with open eyes and make decisions that increase the value of the business. Doesn’t hurt having a world class mktg and ops Org like we did that can execute

Blending an average gross margin across your entire assortment and eyeballing LTV:CAC as you grow is ok for the early days, but when you start to scale past 8, 9 figures - eyeballing becomes extremely expensive.

Integrate your product margin and costs of delivery across all of your cohort analytics at the SKU level and be mindful of your LTV:CAC ratio. When that ratio gets to be closer to 2 or 3 than 1, you are ready to scale.

Until that number gets there, you have work to do on your margins and retention - don’t try to scale things that don’t work

[Drew Fallon @drewfallon12]

INTRODUCING AGENTIC DATA ROOMS FROM IRIS FINANCE

Everyone's talking about how AI is disrupting transaction finance after CVC sold its portfolio company Skroutz for nearly a billion dollars using an AI powered diligence rooms that buyers could interface with

At iris, we've seen and supported on nearly a dozen transactions totaling hundreds of millions of dollars dollars in an identical capacity, and today we are democratizing that capability for all.

We already run your model and analytics, and now if you're raising capital iris can satisfy diligence requests with just a prompt.

Simply copy and paste that 70 item diligence list from your prospective investor, and our AI agent Fin will create all the materials and populate a data room automatically - plus answer any questions you have.

For investors, when you run into a company using an iris data room you can rest assured that all the data is perfectly trustworthy - auditable and traceable all the way back to the source

AI is going to transform due diligence and transaction finance and it all starts with the right data infrastructure.

Shoot me a DM if you're considering raising capital this Q3/4 and let's chat about how iris can help you do it smarter faster better

[Marko Iwanik @markoivanik]

@jacob_posel @drewfallon12 “Cloud agent swarm”

[Marko Iwanik @markoivanik]

@jacob_posel @IrisFinanceCo No way

[Marko Iwanik @markoivanik]

@jacob_posel Aren’t you saying the same thing? Your system must be “Model agnostic;” users being able to toggle between models themselves is like not a feature to brag about. Under the hood, it’s a requirement for a quality harness, so it’s not a moat…

[Drew Fallon @drewfallon12]

Grüns is the best CPG success story of this millennium - a true SWAT team of a company where data is everything

Today we're excited to announce that Chris Dolan is joining iris to help bring that level of sophistication and analytical & financial rigor to the entire industry through AI

Chris led Gruns' data efforts & technology team from scale up all the way through the $1.2 billion acquisition by Unilever; prior to that did more of the same at Tecovas, another multi 9-figure brand.

Join me in welcoming Chris to iris - here's to changing this industry forever!

[Drew Fallon @drewfallon12]

*PARKER CARD CEASES OPERATIONS

Parker, the YC19 fintech that served ecommerce merchants with credit cards, has officially ceased operations on May 4th '26

Patriot Bank, parkers banking operations partner, issued an official statement to clients confirming

Parker raised >$200m

[Drew Fallon @drewfallon12]

UPDATED CONSUMER GOODS M&A TRACKER IS BAAACK FOR 1Q26

An absolute fireworks show of a quarter 1Q26 did not disappoint. Grubs, Huel, Long Drink, bangbangbang. All gone. I’m JACKED up for the rest of the year

AND NOW - YOU, Yes, that's right - YOU have an exclusive opportunity to get your hands on a database tracking key M&A deals across the consumer landscape, recently updated for 2026

Deals, multiples, valuations, its ALL THERE

BUT - there's a catch. You have to act quickly. For the next 6 hours, I'll DM you the link to the data if you Follow me, like this post, and comment "COMPS"

Plus, subscribe to my newsletter to get the full database going back 3 years with over 300 deals

[Drew Fallon @drewfallon12]

How did Gruns actually scale the way they did, financially speaking?

I dont have any inside info, but I can tell you how. Balancing inventory, CACs, opex, etc during hypergrowth is an extremely difficult task; however on a spreadsheet it can in fact all be reduced down to a very simple mathematical model that is highly dependent on two variables and one ratio:

Lifetime profit per customer divided by the cost to acquire said customer

or for the initiated; LTV:CAC

Put simply, there is approximately a zero percent chance that Gruns had an LTV:CAC less than 3.0x. Further, if they did manage to somehow scale without 3.0x, Unilever wouldn't have acquired them.

My best performing substack post ever (will link in the comments) is titled "Why 3.0 LTV:CAC"

Summarized into a sentence; the answer is: because when 1 customer gives you enough profit to pay back the first customer and acquire 2 more customers, you can grow exponentially. 1 customer turns into 2, 2 customers turns into 4, 4 turns into 8 and voila - you have your hockey stick (figure 1).

Over time, the wide majority of revenue becomes repeat customers. Terminally, a healthy ratio for new:repeat is about 30% new to continue compounding at an exponential rate.

However, you are acquiring these customers at a loss on the first purchase. In the early days, this creates a cash burn. I theorize that this is why Gruns raised fairly significant capital early on, becuase they recognized the nature of the 'J-curve'

The J-curve is when you are burning cash on customer acquisition, and you don't yet have enough cohorts returning to actually cover the cost of the marketing investment you're deploying to acquire new customers. It creates a period of negative contribution prior to a period of compounded profits, in the shape of a J.

When you have the proper LTV:CAC, the business case for financing the negative portion of J curve with equity is very very strong, hence the early capital raising.

So the calculus is essentially:

establish unit economics -> raise capital ->scale

The most critical part of executing on this model is ensuring that as you scale customer acquisition, each cohort is CREATING enterprise value, not DESTROYING it. This is where 99% of founders fail.

EV is only created then those cohorts pay back and start generating profit. As you scale, often CAC goes up so much that cohorts never pay back, and you are actually losing money and destroying enterprise value, even if revenue is going up.

This is where the phrase 'not all growth is good growth' comes from.

And that ladies and gentleman, is your financial modeling primer. Someone told me not to put the term 'financial modeling' at the front of this post because they will fall asleep, but ha ha i've tricked you into learning it!

This is the kind of work we do every day with brands at iris. We deploy agents to clean your data & build your models. if that sounds like something you could benefit from, shoot me a DM

[Drew Fallon @drewfallon12]

Breaking down Mars current M&A strategy 👇

Today we look at the family owned powerhouse dominating the snacking ecosystem: Mars.

Mars is prioritizing category scale over smaller bolt on acquisitions. The $36B Kellanova deal represents one of the largest food transaction in recent history, integrating market leaders like Pringles and Cheez-It with the existing Snickers and M&M’S portfolio.

What makes Mars unique is their "patient capital." Because they don’t have to respond to quarterly public market pressure, they can play the long game. They utilize a hands off integration model to preserve the entrepreneurial culture of acquired brands while leveraging a world class global distribution network.

The strategy focuses on building scaled platforms rather than early-stage experiments, often utilizing the "KIND model" where Mars first takes a minority stake to validate the brand before moving to full acquisition and control.

Looking at the portfolio, Mars is laser focused on:

- Snacking & Confectionery (the bread and butter)

- Pet Care (a massive, fast-growing pillar)

- "Mindful Indulgence" (better for you options like Nature’s Bakery)

For a founder looking to exit to Mars, the requirement is a platform with established heritage and broad consumer appeal. They are looking for multi generational staples rather than short term trends. Success typically requires scaling well beyond the startup phase, with revenue in the hundreds of millions, before a full buyout is considered.

If you found this interesting, follow me as I will be posting a deep dive into several more strategic acquirers including Nestlé and more over the coming week.

Plus, subscribe to my newsletter to get the consolidated report of buyer-by-buyer history with my predictions!

[Drew Fallon @drewfallon12]

This week has to go down in history as one of the most active weeks in consumer M&A history, with over $3B deployed into 5 transactions in the last 4 days!

All of these brands are generating north of $100m in sales, with a good mix of PE and strategic buyers. That's a refreshing mix - 2025 was a good year in consumer M&A with lots of fireworks, but one layer deeper the dollars were completely dominated by large strategic acquirers.