Do not listen to your M&A advisers

This topic contains 5 replies, has 6 voices, and was last updated by  Sonia Shah 5 days, 15 hours ago.

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    I read an interesting article on M&A, where one of the key advice was ‘Do not listen to your M&A advisers’ and even if you do so, listen selectively.
    The reason for the same they claim is, In most cases, advisors are brought in to close the deal.

    It is really an interesting perspective and I would request the members in the group to let me know their viewpoints.


    Paul Gray

    To say “don’t listen” is a bit extreme but there is a lot being said in that simple statement. Advisors generally are working to get a transaction done and their compensation models are sometimes tied to the success of the transaction so their job is to advise you on what gets the deal done. Additionally, once the deal is done, the reality is that you will own the ensuing result(s) which could be joy or pain. Clients also use the excuse in failed transaction that they were given poor advice, deflecting the responsibility squarely at the feet of the advisors. In both of the foregoing cases, the outcome is not ideal and consequently the article I suppose is purporting that management must take responsibility for the advise they receive and use this advise as raw material in making a final decision. It is proportion that management must be critical of any advise receive ensuring that there is appropriate rigor applied to the assumptions or projected outcomes etc.


    Tanaquil Chantrill

    I have heard the comparison of M&A advisors to Real Estate Agents, get the deal done fast! I agree with Paul, often the advisors compensation models are tied to success of the transaction and less around the substance of the deal. If you go into the relationship with your advisors with a clear understanding of their financial motivation and willing to listen and learn from their experiences but also add your own level of scrutiny and analyses to their advice then I think M&A advisors can provide a lot of value.


    Melanie Edwards

    As per Tanaquil’s response, I tend to agree. I have only had exposure to advisors from the seller (my company being the buyer) and their interests were greatly linked to how big a fee they would receive. They are there to provide a service and get paid, not for the future potential of the combined entity.

    This can help both ways though. The seller’s advisors can be used to help close the deal from a Buyer’s perspective as they can convey messages whilst being considered more trustworthy in the eye of the seller.


    Paul Reed

    As an intermediary, I have met sellers who feel they have the wherewithal to complete a business transaction without the aide of an intermediary or advisor, and while the advisor does have a success fee, this fee creates a mutual interest for both parties; to receive as much compensation from the buyer as possible.

    More importantly many small and mid–market companies do not have the experience, knowledge and resources to quarterback a merger or acquisition, and the cost of learning is high, and can even be to the detriment of the business and the seller.

    Advisors and intermediaries will have experience in deal making while still maintaining a fiduciary responsibility to their client.

    Further advisors know how to spot opportunities in a transaction to maximize long term value, such as with a rollover, which is not necessarily going to be something the seller would be aware to look or ask for in a transaction.

    Sellers should not step over a dollar to save a dime in such a vital transaction, and should absolutely listen to an advisor or intermediary to guide them through this new and uncertain process.


    Sonia Shah

    I agree with a lot of the above points that perhaps ‘don’t listen’ is a bit extreme – however, I do think it is crucial to assess reasons to not to a deal, just as much as you would the reasons to do it. Advisors are likely brought in to close – as you mentioned in your post – so I would say to take everything with a grain of salt!

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