Are M&A a good business decision?
In the world of business companies
may make the decision to merge with, or acquire another company. A merger is
when two companies will come together through a number of negotiated deals,
with each company having a 50/50 share of the merged company, whereas an
acquisition is when one company acquires more than 50% of the other company.
There are a couple of different
types of mergers, these being; vertical, horizontal and conglomerate. In a
vertical merger two companies at different stages in their supply chain process
will merge in order to gain market power, for example a car manufacturer
choosing to acquire a steel company. In a horizontal merger two companies
within the same industry will merge due to synergies, for example the two
companies would have the ability to combine forces in order to have a greater
outcome, as well as this through a horizontal merger due to there being overall
growth of the company size, they will able to gain more efficient economies of
scale. In a conglomerate merger two companies from completely unrelated
industries will merge. There are two different forms of conglomerate mergers,
these being; mixed and pure. In a mixed conglomerate merger, companies that
have the goal of product or market extensions will merge, whereas in a pure
conglomerate merger, companies with absolutely nothing in common will merge, the
reasoning behind this could be to increase their customer base.
One example of a company who is on
the road to a horizontal acquisition is food delivery/taxi service Uber, who
are looking to acquire Deliveroo. Deliveroo’s main investors T Rowe Price and
Fidelity are aiming for a partnership or investment from Uber as opposed to a
full sale, therefore meaning this could result in a horizontal merger instead
of an acquisition. Talk on the supposed acquisition began in September 2018 and
still in November 2018 they were nowhere further due to the two companies being
unable to come to an agreement on the valuation of Deliveroo, with one source
saying that the gap between Uber and Deliveroo’s valuation is so significant
that the interest in the acquisition has now cooled. In my personal opinion I
think that if Uber does decide to acquire Deliveroo, it’ll be an extremely good
business decision and even though Deliveroo are asking for a larger sum than
Uber is currently willing to pay, if Uber has the capital to cover it, they
should 100% go for it as it will mean that they have a decreased amount of
competition. As well as this it also means that Uber can put a larger amount of
focus on their delivery service in the US, as they are currently battling market
leader GrubHub who have market share of 34% in comparison to Uber Eats who only
has a market share of 28%.
Although I’ve already mentioned a
few reasons why a company will choose to either merge or acquire, there are a
few others. The first of these is Diversification, as if a company decides to
merge or acquire, they can diversify by acquiring a company in an unrelated
industry, which will then mean the industry that they are acquiring the company
from will have a lower impact on their overall profitability. The next reason
behind mergers and acquisitions is the elimination of competition as it allows
the company that is acquiring to remove future competition from said company,
as well as also being able to gain a larger market share, which is exactly what
Uber would be doing if they were to acquire Deliveroo. One more reason behind
mergers and acquisitions is the prospects of company growth, as one unique
feature of an acquisition is the ability to grow their market share without
having to actually go through the effort of growing it themselves, for example in
2018 Uber Eats average daily users in just the UK and France alone was over 85,000
and Deliveroo was around 65,000, this then means that if Uber were to acquire
Deliveroo they would be gaining more than 65,000 new customers, if you take into
account of the other countries that Deliveroo operates in. The last of the
reasons behind mergers and acquisitions is the ability to eliminate a certain
level of costs, for example in a vertical merger the company could purchase one
of their suppliers which would then mean that the cost of having to pay their
suppliers would be eliminate therefore meaning they would have an increased
level of profit.
However, although there are all of
these benefits to mergers and acquisitions there are a few aspects that make
the process difficult and could mean that a company is less likely to go ahead.
For example, there are number of regulatory bodies to make sure that everything done
during a merger or acquisition is above board. One regulatory body that I learnt
about during a university lecture, that applies to the case of Uber Eats and Deliveroo
is the Competition and Markets authority (CMA), who have the power to decide on
whether or not a merger or acquisition will go ahead. The CMA applies to the case
of Uber Eats and Deliveroo, as in the food delivery market they are considered
to be direct competitors and if a merger or acquisition was to go ahead it
could result in a market monopoly, which is illegal. As a result of this the CMA
could make the decision to stop the merger or acquisition, as if a monopoly occurred
Uber Eats would have the ability to charge whatever prices they want, therefore
with the CMA having the consumers full interests at heart they would stop the merger/acquisition
in its tracks to ensure there isn’t any absence of competition. Because of this
I think that before anything is fully set in motion, Uber Eats will have to do
thorough research on what is allowed and what isn’t to prevent any money and
time wasted on a merger/acquisition that may be unable to go ahead.
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ReplyDeleteGreat analysis throughout. Some points I would consider to include would be:
ReplyDeleteWhat else can affect an M&A...perhaps the way Uber is financing its acquisition? How could either debt or equity impact Deliveroo if they did accept the offer?
As far as I am aware there are no details online regarding whether or not Uber are using cash or shares to purchase Deliveroo, however, if they were to use cash it could result in Deliveroo shareholders having to pay Capital Gains Tax, therefore meaning the acquisiton could be less likely to go through due to shareholders of Deliveroo not wanting to pay this tax, whereas, if they were to use shares, Deliveroo's shareholders may be more open to this due to the ability to defer capital gains tax.
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