The merger represents the transmission of assets from one company to another, to form a single entity.
In the case of an acquisition, the legal structure of the target company is preserved even if adjustments are possible.
The three main types of mergers are:
- Merger-absorption : this is the fact, for one or more companies, of selling all of its assets, including its assets and liabilities, to another existing or new structure.
- The contribution of securities : it is the fact, for a company A to transfer its assets to a company B. The company which transfers its assets is not dissolved, it becomes a subsidiary of company B.
- The partial contribution of assets : this operation resembles a sale, the settlement is made in the form of the transfer of shares.
The choice of the mode of merger is made according to the accounting and tax interests of each of the parties.
Transition management is a key factor in the success of a merger and acquisition . Interim managers experienced in the management of mergers and acquisitions can support you in carrying out this complex project.
The role of our managers
Succeeding in a merger and acquisition is not a given. Few structures have the internal human skills necessary to develop a merger-acquisition project. The interim managers that we present to you are experienced executives, they have extensive experience and a perfect knowledge of the latest standards and regulations in force. With Reactive Executive, our interim managers experienced in the management of mergers and acquisitions can support you in carrying out this complex project.
Profile of our managers
In France and abroad, Reactive Executive intervenes to respond to diversified missions. Thanks to our pool of more than 10,000 interim managers, we select for you the profile best suited to your corporate culture and your project. Our interim managers have the human and technical qualities necessary to successfully complete your merger-acquisition project.
Types of missions for a merger-acquisition
A merger-acquisition project is divided into several types of missions. It is a complex operation that requires compliance with a particular procedure.
- Assess the risks of a merger-acquisition project
Developing a diagnosis of the project is the first mission of a merger-acquisition project. This helps to determine the needs and objectives of the acquiring company. Once this mission has been completed, the acquisition plan should be drawn up.
- Negotiate the terms and conditions of a merger-acquisition
By showing transparency, this phase makes it possible to avoid any divergence between the parties. It will therefore be necessary to exchange all information to avoid any disputes that could affect the operation.
- Facilitate the managerial integration of a merger-acquisition
The integration of the newly acquired entity leads to upheavals within the companies. Planning the integration is an essential step to create an optimal harmonization between the two entities.
- Carrying out an international merger and acquisition
An international merger-acquisition is a long and complex process that requires the support of qualified professionals. This type of merger allows buyers easier access to a foreign market.
- Legal support during a merger-acquisition
During a merger-acquisition, the legal and tax complexity is often high. Our specialized managers use their many years of experience to secure all stages of operations during a merger-acquisition.
- Merger-acquisition by a large group
Most mergers and acquisitions carried out by large groups involve at least one SME. This practice is common in the world of Tech, startups are very often bought by giants in the sector.
Our 5 tips for a successful merger acquisition
Tip #1: surround yourself with the right partners
Accountants, lawyers, and M&A experts will help you make the investment, forecast the expected return, and assess the outcome possibilities. They can solve problems before they appear.
With a large budget, you can choose between:
- Investment banks: they guarantee a global and quality service.
- Accounting firms: they have valuable expertise in auditing.
- Law firms: they play a key role throughout the merger-acquisition project.
With a more standard budget, you can turn to:
- “Classic” banks: they have an excellent knowledge of the local economic fabric.
- Institutions: the Chambers of Trades or the Chambers of Commerce deliver sound advice for a successful merger-acquisition.
- Independent companies: they are an interesting recourse for the realization of such a project.
Tip #2: Gather the team in charge of managing technical integration
The question of the constitution of the team in charge of managing the technical integration must be asked as soon as possible. The earlier the team is defined, the more successfully the project will be concluded.
This operation, which lasts approximately 3 to 6 months, requires the formation of a solid team. During a merger-acquisition, it is necessary to harmonize a certain number of tools and processes.
Tip 3: Determine a provisional timetable for the transaction
It may seem obvious, but timing is also an essential factor in the success of an M&A. Time axes provide a simple visual overview. This makes it possible to increase the efficiency of the work of the teams.
Planning helps ensure everyone is on the same page when it comes to deadlines and tasks.
Ensure a smooth transition and encourage consolidation at all levels of the business. Changing the corporate culture is intimately linked to people, and generally takes between 12 and 18 months.
Tip #4: Promote your business
In the context of a merger-acquisition, carrying out a company valuation is essential . The buyer and the transferor need to know the totality of the capital in order to carry out the negotiation of the takeover of the business. The purpose of this analysis is to avoid overestimating or underestimating the value of the business. The best estimate must take into account existing accounting data and the company’s development potential.
A successful merger-acquisition is based on a good asset assessment, accompanied by an assessment by comparison and a financial assessment. For VSEs/SMEs, it is also important to demonstrate the company’s financial and financial autonomy.
Tip #5: Communicate internally and with partners and customers
Communication is there to help the ecosystem of each of the two companies to plan for the future by overcoming the transition period which can be destabilizing. Externally, it is essential to demonstrate the success of the approach. Tracing the origins of the project and illustrating the success of each stage helps to give credibility to the speech of the new company.
Internally, it’s time to be pedagogical, and to take the time to explain the reasons behind the merger-acquisition. Often, a rapprochement can generate worries about jobs, careers, etc.
Our in-depth knowledge of these singular situations allows us to provide lasting solutions. Creating lasting and effective relationships are notions that are part of our DNA.