"With all the merger and acquisition (M&A) activity the architecture and engineering (A/E) industry has witnessed in the last few years, its surprising how many misconceptions or myths persist among buyers and sellers," says Steve Gido, CFA, a principal with ZweigWhite who specializes in merger and acquisition financial advisory services.
ZweigWhite conducts an annual survey on mergers and acquisitions in the A/E industry, and was involved in a financial advisory capacity in 15 transactions in 2006. Following are four myths and corresponding realities based on the firms research and experience.
1) Fast-growing firms don’t sell. Many presidents and principals think that the majority of A/E firms that sell are the ones whose leaders are slowing down or losing the personal and professional energy needed to grow. The truth is that a sizable number of firms that sell are indeed high-growth firms. For example, nine firms that made The Zweig Letter Hot Firm 2005 List of the 100 fastest-growing A/E/P and environmental consulting firms sold or merged during the last year. In addition, six firms on the 2006 Hot Firm List already followed suit and sold.
2) Only "older" owners sell. Another common myth is that only owners nearing retirement are selling their firms. While age is certainly a factor in driving the decision to sell and transition ownership, ZweigWhite’s research and experience indicates that plenty of successful owners in their forties are deciding to sell or merge as well.
3) Negotiating is the hardest part of the M&A process. Many professionals assume that the negotiation aspect of the transaction is the most difficult because it has the ability to be confrontational and emotional. In fact, its the integration process that typically proves to be the most challenging part of the deal process. "Many sellers tell us that they worked harder and longer in the year after the transaction than they ever did before the firm was sold," says Gido.
4) Advisors aren’t critical to the transaction. While it’s true that the motivations of the buyer and seller will ultimately provide the framework for the transaction, both teams advisors are essential for helping close the deal. Each party needs experienced M&A advisors to discuss the valuation and structure goals, attorneys to address legal complexities, insurance agents to assess professional liability risks, and accountants to help analyze tax and reporting issues. Bad advisors can, at best, give you misguided advice and, worse, crater your well-planned deal.