EP26 · Economy · first published 2020-06-28
The Exit Process and M&A | Tero Nummenpää | Neuvottelija 26
Tero Nummenpää, chairman of Translink International, and Sami Miettinen open up how a founder-owned company worth between ten and fifty million euros actually gets sold. The episode contrasts the heavy two-stage auction with a lighter model that nails the main terms already at the letter-of-intent stage, and explains why the depth of the sales material determines how high a buyer will bid. The discussion covers the difference between industrial and financial buyers, the role of the shareholders' agreement, the kickoff workshop question about hidden problems, and a fee model weighted to success. It closes on the pandemic's effect on cross-border processes, virtual due diligence rooms and complex consideration structures.
The Exit Process and M&A | Tero Nummenpää | Neuvottelija 26
Summary: Tero Nummenpää, chairman of Translink International, and Sami Miettinen open up how a founder-owned company worth between ten and fifty million euros actually gets sold. The episode contrasts the heavy two-stage auction with a lighter model that nails the main terms already at the letter-of-intent stage, and explains why the depth of the sales material determines how high a buyer will bid. The discussion covers the difference between industrial and financial buyers, the role of the shareholders’ agreement, the kickoff workshop question about hidden problems, and a fee model weighted to success. It closes on the pandemic’s effect on cross-border processes, virtual due diligence rooms and complex consideration structures.
Key Themes
- Matias Mäenpää the EXIT book and selling Pappila Penkkala to Visma: Discussed from 00:00 onward.
- Tero’s route from industrial engineering to investment banking: Discussed from 02:00 onward.
- The pandemic across thirty countries: China South Africa Latin America: Discussed from 04:00 onward.
- Technology and e-commerce deals closed during the pandemic: Discussed from 06:00 onward.
- The two-stage auction versus a lighter letter-of-intent model: Discussed from 08:00 onward.
- Growth and profitability are what break in due diligence; close fast: Discussed from 10:00 onward.
- Industrial versus financial buyers; the shareholders’ agreement: Discussed from 12:00 onward.
- The kickoff workshop question about hidden problems: Discussed from 14:00 onward.
- From physical to virtual negotiation; Teams speeds it up: Discussed from 16:00 onward.
- Physical data rooms in the 2000s and Slack as a client workspace: Discussed from 18:00 onward.
- The fee model: success fee kicker and discretionary fee: Discussed from 20:00 onward.
- Advising the buyer and splitting the synergies: Discussed from 22:00 onward.
- Pro Farm: seventy advisers opposite and the earnout structures: Discussed from 24:00 onward.
- Nordic arbitration versus American courts: Discussed from 26:00 onward.
- What the job demands: negotiation skill and reading the other side: Discussed from 28:00 onward.