What is M&A?

In business, M&A stands for ‘mergers and acquisitions’. A merger is when two or more companies combine. An acquisition is when one company purchases another and incorporates it into the larger business.

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What is the difference between a merger and an acquisition?

The main difference between a merger and an acquisition relates to the size of the companies involved. When one company is much larger than the other, it is more common for the smaller one to be integrated into the larger one in an acquisition. The smaller company may still retain its legal name and structure, but is now owned by the parent company. In other instances, the smaller company ceases to exist completely. 

When the companies are of a similar size, they may come together to form a new entity in a merger.

In an ‘unfriendly’ deal (or hostile takeover), a target company does not wish to be purchased, but may do so out of necessity. In these instances, it is always considered an acquisition. How the transaction is communicated to shareholders, employees and the Board can therefore also play a role in whether a deal is considered an acquisition or merger.
 
‘Targeted acquisition’ is a common term used by larger companies who have dedicated corporate development teams. These corp dev teams look for opportunities to acquire smaller companies in order to support their own growth strategies. These deals may or may not be considered unfriendly.

How do mergers and acquisitions work?

Mergers combine two separate businesses into a single new legal entity. True mergers are uncommon because it's rare for two equal companies to mutually benefit from combining resources and staff, including their CEOs. In an acquisition, the acquiring company establishes its strategic objectives for the deal, such as expanding into new markets, gaining access to new technology, or eliminating competition. This helps define the overall vision for the integration process.

Who is involved in mergers?

The M&A Team is responsible for managing the overall merger process. They handle strategic planning, due diligence, and integration efforts, ensuring a smooth transition and alignment of the merging companies.

Lawyers are essential in handling the legal aspects of the merger. They draft and negotiate merger agreements, ensure compliance with regulatory requirements, review contracts, and provide legal guidance throughout the process.

Finance and accounting professionals analyze the financial aspects of the merger, perform financial due diligence, and help structure the financial terms of the deal. 

The integration team is responsible for overseeing the post-merger integration process. It typically consists of representatives from various functional areas, such as operations, IT, HR, sales, marketing, and supply chain management. They collaborate to align processes, systems, and teams from both companies.

Learn more: Download the free post-deal integration checklist

The HR team is responsible for managing the people-related aspects of the acquisition. They assess the organizational structure, evaluate the skills and roles of employees, manage layoffs if necessary, and oversee the integration of HR policies and benefits.

Finally, the communication and change management team plays a critical role in managing internal and external communication, stakeholder relationships, and facilitating change management efforts. They ensure effective communication, address employee concerns, and help foster a cohesive culture post-merger.

Who is involved in acquisitions?

In addition to the above teams, the Corporate Development Team is heavily involved in acquisitions. This team focuses on identifying potential acquisition targets, conducting preliminary evaluations, and negotiating deals. They work closely with other stakeholders to assess the strategic fit and financial viability of potential acquisitions.

Types of mergers and acquisitions

There are a number of different types of mergers and acquisitions, including vertical, horizontal, congeneric, market-extension, product-extension, and conglomerate. The benefits of each are varied, and depending on your strategy could include:

• Building economies of scale
• Increasing market share
• Decreasing competition
• Boosting efficiencies
• Expanding product lines
• Diversifying offerings

There are also, however, negative connotations associated with each type, which should also be carefully considered before merging companies.

Understanding which type of merger or acquisition will best support your long term strategy requires a careful look at the pros and cons of each type, and the support of an expert advisor for guidance.

Learn more: Types of mergers & acquisitions

What are some merger and acquisition examples?

Some of the most famous and successful examples of M&A transactions that have occurred over the last few decades include: 

• Google’s acquisition of Android
• Disney’s acquisition of Pixar and Marvel
• Exxon and Mobile merger (a great example of a successful horizontal merger). 

But they can't all be good news stories like these… Find out the good, the bad, and the ugly, as well as the biggest deals of all time by decade:

• Mergers and Acquisitions Examples: Biggest Successes
• 3 Examples Of Failed Mergers and Acquisitions

What is involved in the M&A deal process?

The process for preparing for and executing M&A can be intensive. Months can be spent assessing potential target companies with a thorough review of their material information in due diligence. This deep dive into their data - financial, commercial, operational and more - is essential for understanding the company’s current health and whether a deal will be financially viable. If you are on the sell-side of the equation, you can learn more about what is involved in a successful exit in our business exits hub.

M&A generally starts with a preliminary evaluation of the target company, including high level discussions between buyers and sellers to explore how the two companies could strategically fit together, how their values align, and what potential synergies could be realized. 

At the start of the deal process, there is a lot of preliminary work to be done in assessing the market, the business, and financial reports. 

Once the parties move into formal due diligence using data room software, this process involves an intensive Q&A period and the delivery and verification of all critical documentation to highlight any potential risks or gaps along with key opportunities. Security is paramount throughout the entire deal process, with risk of disclosure potentially leading to failure of the deal and damage to personal and professional reputations.
 

The key steps in an M&A deal are:

1. Preliminary discussions and non-disclosure agreements
2. Assessment and evaluation of target
3. Due diligence in a Virtual Data Room
4. Signing the contract and closing the deal
5. Post deal integration

Learn more: The M&A Process

What are the pros and cons of an M&A deal?

The pros:

• M&A is a proven means for growth, allowing the newly formed business entity to boost market share, increase their geographical footprint, overtake or buy out competitors, and acquire new talent, technologies and assets. 
• Two heads are better than one, so they say - a relevant sentiment for mergers and acquisitions where two companies can realize valuable synergies and generate much more value together rather than operating individually.
• Joining together can allow two companies to cut a number of costs associated with duplicate roles, systems and licenses.

The cons:

• M&A deals can be incredibly time consuming. The M&A process is intensive, and can take months or even years to finalize. Due diligence is time-consuming manual work that can take key players away from their day jobs, causing a dip in productivity and taking a toll on the companies involved. 
• There is a lot of risk involved in an M&A deal. Proper due diligence must be done to ensure that the acquiring company has a full understanding of the target company, which is why it’s standard practice for companies to seek external services to evaluate the risk of a deal. 
• Integrating two companies with different visions and cultures can be its own unique challenge, with lots of M&A deals running into problems at the integration stage of the deal if this strategy has not been considered alongside deal execution.
• Due to the demanding requirements, mergers and acquisitions have a high failure rate - approximately 47% of M&A deals fail due to financial or operational issues revealed during due diligence and 57% due to management issues or lack of fit, according to a survey by KPMG.

M&A FAQ

What are the 5 stages of mergers and acquisitions?

1. Assessment and preliminary review
2. Negotiation and letter of intent
3. Due diligence
4. Negotiations and closing
5. Post-closure integration/implementation

How long does a merger usually take?

The merger process can take as little as a few weeks to complete the deal using a sophisticated tool like Ansarada, however the average time is closer to a few months. On top of that, there’s also the post-merger integration process, which is another few months of work.