Lessons Learned from Failed Mergers

What I Learned From Watching 3 Failed Acquisitions That Seemed “Done” I’ve been through and on the peripheries of multiple acquisition processes in the few years - some of my own company and some watching companies run by friends. A few felt all but signed… until they weren’t. Here are some hard lessons I wish I knew earlier: 1. Don’t Slow Down Your Business (most important) Act like the deal won’t happen. I notice teams take their foot off the gas as conversations get further which leads to slower growth. Worst of all, if you loop in your team too early, morale and execution can stall. 2. Align Early on Price & Structure Don’t just nod at the headline number. Cash vs stock, earnouts, vesting, retention - these change the outcome dramatically. Get it written in the LOI, even if “non-binding.” early in discussions. It sets expectations and reduces last-minute goalpost moves. 3. Qualify the Buyer Don’t just talk to corp dev. Meet product leaders, executives, and anyone who’d actually own your integration. If their stories don’t match, that’s a red flag. Ask about their internal approval process - committees, timelines, who needs to sign off. 4. Do Your Own Diligence on the Buyer If their private, ask for their latest board deck, growth strategy, and financials. Don’t assume a VC’s valuation is reality - if they raised at $1B and are giving you 10% but later sell for $500M, your “$100M” outcome just got cut in half. 5. Run Parallel Processes If you can, have more than one conversation going. Optionality keeps you from being stuck with a single buyer dragging their feet. (A banker can sometimes help run this, but even signaling other conversations helps keep FOMO alive) 6. Negotiate Protections in the LOI Push for breakup fees or at least “no re-trade” clauses however these are often difficult to get and usually only work when you have leverage. They’re hard to get, but asking signals seriousness. Otherwise you risk last-minute retrades after you’ve burned months in diligence. 7. Timebox Diligence Endless DD = misalignment. Agree on a clear timeline to close. The longer it drags, the more likely internal politics or market shifts kill the deal. Time kills all deals. 8. Protect the Secret Sauce Yes, NDAs matter - but don’t overshare. Typically you would go through a technical and business due dilligence. Avoid really diving deep into your secret sauce technically until the business Due Diligence is done. Acquisitions fall apart more often than they close. The best mindset: treat every process as a bonus, not a plan. Keep building, keep momentum, and never let your company’s future hinge on one buyer’s decision. #startups #m&a #Acquisition #StartupLessons

Everyone loves to talk about the strategy behind M&A deals. But the thing I’ve learned watching FMCG leaders up close? Deals don’t fail because of bad strategy. They fail because of people. It’s never the financial model that breaks first — it’s leadership misalignment. I see it happen all the time in FMCG — especially in Private Equity backed environments. The model looks perfect on paper: → Acquire a few fast-growing brands → Roll them into a global portfolio → Drive efficiencies, cost synergies, market expansion But then the integration starts — and suddenly things look very different. Because what the spreadsheet doesn’t tell you is: → The founder isn’t used to quarterly board meetings with EBITDA pressure → The CMO is still running a startup playbook in a scaled organization → The CEO doesn’t align with the go-to-market model in a new geography → The commercial leaders can’t navigate two different company cultures merging overnight And this happens more than most will admit. In fact — Bain & Company data shows 70% of M&A deals underperform expectations. And culture is one of the top 3 reasons. In the FMCG space — where brands carry legacy pride and deeply embedded ways of working — leadership integration is no longer “important.” It’s non-negotiable. Great M&A outcomes today don’t just come from smart strategy. They come from: → Leadership teams that trust each other faster than the market moves → Leaders who can flex between entrepreneurial scrappiness and corporate discipline → People who know when to protect brand identity — and when to evolve it And here’s what I tell my clients: If leadership alignment is not your #1 risk mitigation strategy in M&A — you’re not just betting on growth. You’re betting on luck. The smartest investors I work with in FMCG? They’ve learned this the hard way. They’re doing culture diligence as seriously as financial diligence. They’re assessing leadership “integration readiness” before the deal closes. They’re hiring talent not just for operational excellence — but for the ability to navigate ambiguity, pressure, and transformation. Because the future of FMCG M&A won’t be won by the best strategy. It will be won by the best people. Drop me a message — I’m always up for a conversation on building high performing teams. #FMCG #ExecutiveSearch #PrivateEquity #MergersAndAcquisitions #Leadership #CultureIntegration #ConsumerGoods #HiringStrategy

The buyer walked away 2 days before closing. Here’s what went wrong: After 8 months of negotiations, due diligence, and countless meetings; Everything collapsed when the buyer discovered undisclosed employee retention issues. The seller hadn't mentioned that 3 key employees were planning to leave post-acquisition. No retention agreements. No transition plan. This isn't just about transparency. It's about understanding what buyers truly value in the final stretch. Here's what I've learned from 50+ failed deals: - Financial records are table stakes - Cultural fit determines long-term success - Key person dependency can kill any deal - Operational continuity is non-negotiable The seller thought they were being strategic by waiting. Instead, they lost a buyer willing to pay 20% above asking. Due diligence never really ends. It intensifies as you approach the finish line. What's the biggest red flag you've encountered in M&A transactions?