When businesses get married

Jan van Wijngaarden
Jan van Wijngaarden, JM Corporate Finance
Oct. 9, 2024
A business acquisition is a lot like the business version of a fairy tale wedding, but with more lawyers and spreadsheets.
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In the world of corporate romance and economic love stories, few events are as exciting and tumultuous as a merger or acquisition. It's like a corporate version of a fairy tale wedding, but with more lawyers and spreadsheets.

Let's take a look at the process of mergers and acquisitions, where businesses come together and hope for a profitable "they lived happily ever after.

The dating process: looking for the right buyer

Before businesses sign the marriage certificate, there is often an extensive dating process. What does the ideal match look like? Businesses swipe right on potential partners in the business Tinder, also known as Brookz. The profile must be attractive: sound financial numbers, a strong company culture and plenty of growth opportunities.

Some businesses are like the tempting bad boys: they may have some debt, but oh those growth opportunities and profit margins! Other businesses are like the reliable boy next door: solid and stable, but maybe a little boring. And then there are businesses that are just looking for a cozy merger, without too many commitments.

As part of the dating process, candidates are vigorously scrutinized during negotiations involving both quantitative and qualitative issues. After all, parties do want to get married with the right match.

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The engagement phase: the final negotiations

Rings, returns and risks: these are topics that play an important role at this stage. After businesses choose each other from the bulging list of potential partners, the engagement phase begins. This is when they exchange their financial rings in the form of a letter of intent. But beware, there are risks associated with this genuflection at the corporate altar.

It's like proposing marriage without knowing if your future spouse will spill coffee on the expensive tablecloth. Due diligence, the weighty part of thoroughly examining your partner before getting down on one knee, is crucial. Because as in love, hidden debts and legal complications can quickly spoil the romance. The many efforts eventually lead to the agreement of a marriage deed, the purchase agreement.

The wedding day: transfer at the notary

After months of preparation, the time has finally come: the wedding day. Businesses come together, sign agreements and pledge allegiance to each other in good and bad economic times. It's a festive occasion, complete with champagne, confetti and contracts as thick as a wedding dress.

But like human weddings, the post-ceremonial reality can be a bit disappointing. Integration problems and corporate culture clashes can arise, as can an argument over who holds the remote control. Therefore, a thorough exploration and engagement phase is essential for a good marriage! So take the time to really get to know each other (better).

Life after saying yes: the post-acquisition phase

After the wedding day, the real work begins. Businesses have to live together, find synergies and align their operations. It's like having to put together an IKEA piece of furniture together, but with a big bag of money at stake.

Often things go well and businesses form a strong partnership. So the motto "and they lived happily ever after" is thankfully more the rule than the exception. Unfortunately, from time to time shareholder disputes are also part of an M&A adviser's scope of work, so divorce is sometimes unavoidable.

While a corporate wedding can be stressful, fortunately the world of M&A often features humor. A pleasant gift to shake off the emotions quickly makes one forget the (often) tough negotiations.

Written by
Jan van Wijngaarden, JM Corporate Finance

Jan van Wijngaarden founded JM Partners Corporate Finance in 2009. After his studies at the University of Groningen, he worked at various organizations in a managerial position which eventually resulted in the ambition to set up his own business in the field of corporate finance.

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