A merger occurs when 2 or more companies unite to form a larger entity resulting in synergies (1 plus 1 equals 3 or more). Usually the motivation for a merger is to scale-up, however sometimes the goal may be for an owner to exit, or at minimum take some cash off the table.
The terms of a merger demands professional expertise and scrutiny; how much equity, cash or debt you take as compensation, as well as who controls what? Because the majority of mergers result in one party dominating the other, no matter what the original intent.
- A successful merger (where one plus one is greater than two) can enable a stronger end-game for both parties in the medium to longer term. Provided, both parties have an exit on their respective radars.
- It is not easy to find the perfect merge partner, where one plus one equals three, and where you can negotiate terms and conditions that meet your objectives.
- Few mergers end up a partnership of equals. At some point a merger starts to look like an outright trade sale and one partner controls the merged entity. Exiting from a minority position can be far more challenging than exiting from a majority position. This is where a Buy-Sell Agreement or a Put Option can protect your minority position.
Important Caveat – Choosing whether this transition alternative, or a mix of the other 7 alternatives on our website, is right for you really depends on your (and your shareholders) individual circumstances. This important decision requires careful analysis, before deciding which alternative strategy suits your circumstance the best. Smart transition decisions.