--- title: "Uniogen, a Life Science Merger in Turku | Liina-Johanna Leeve, Jarkko Ruohola and Henrik Sora | Negotiator 127" titleOriginal: "Uniogen | Liina-Johanna Leeve Jarkko Ruohola Henrik Sora | Neuvottelija 127" episodeNumber: "127" guest: "Liina-Johanna Leeve, Jarkko Ruohola, Henrik Sora" datePublished: 2022-03-26 duration: "32:40" youtube: "https://www.youtube.com/watch?v=LWOgSxgLRa4" originalLanguage: "fi" topics: ["ma_exits","negotiation"] subtitleMethod: "none" provenance: "Owner page assembled from YouTube metadata and the neuvottelija.fi episode record. No chapter marks are published here: the publisher's list holds two marks, the first of which is an untitled placeholder at 0:00 and the second a closing aside about a sailing foundation at 29:08 — that is not a chapter list, so republishing it would assert timestamps that do not hold. No transcript is published either — the channel has no English caption track for this episode and the Finnish one is YouTube's automatic track. Disclosure: one guest works for Translink Corporate Finance and the host is a partner in the same firm, which advised on the transaction being described; the other two guests were principals in it. Nothing in the episode is investment or legal advice." fiCanonical: "https://www.neuvottelija.fi/fi/episodes/167-uniogen-liina-johanna-leeve-jarkko-ruohola-henrik-sora-neuvo" canonical: https://www.neuvottelija.com/podcast/episodes/ep127-uniogen-leeve-ruohola-sora/ --- # Uniogen, a Life Science Merger in Turku | Liina-Johanna Leeve, Jarkko Ruohola and Henrik Sora | Negotiator 127 English subtitles are not available on this page. This is an episode summary, not a curated transcript. ## Summary Project Lakka combined three Turku life science companies — Labrox, Kaivogen and Abacus Diagnostica — into the new Uniogen, and the host goes through the transaction with the people who did it. The guests are the lawyer Jarkko Ruohola, Labrox's former chief executive Henrik Sora, and Translink's Liina-Johanna Leeve, who sets out three valuation methods. The core of the episode is why an exchange ratio between three companies is a problem of a different order from one between two, and why a share exchange behaves nothing like a cash deal. Ruohola explains how Abacus's more than four hundred small shareholders had to be brought along voluntarily. ## Why three is not two plus one In a two-party merger there is a single ratio and a single argument. With three parties every adjustment to one company's value moves two ratios at once, so no pairwise agreement is stable — you cannot settle A against B and then take up C. That is the structural point the episode is built on and the reason Project Lakka took the shape it did. ## Nobody gets paid out A share exchange leaves every party holding the combined company, which means the disagreement about relative value does not end at closing; it becomes a governance question. That is the practical difference from a cash deal, and it explains why the pre-signing negotiation has to do more work. ## Four hundred people who could say no Abacus's small shareholders could not be compelled, so the transaction had to be one they would each accept. Ruohola's account of how that was managed is the most transferable part of the episode for anyone facing a dispersed register. ## Watch The recording lives on the Neuvottelija channel: [Uniogen | Liina-Johanna Leeve Jarkko Ruohola Henrik Sora | Neuvottelija 127](https://www.youtube.com/watch?v=LWOgSxgLRa4). A Finnish edition of this episode is published at [www.neuvottelija.fi](https://www.neuvottelija.fi/fi/episodes/167-uniogen-liina-johanna-leeve-jarkko-ruohola-henrik-sora-neuvo). ## In depth The Neuvottelija AI editions carry a long-form write-up of this episode: [English](https://www.neuvottelija.com/ai/ep127-uniogen-leeve-ruohola-sora/) · [suomeksi](https://www.neuvottelija.fi/economy/ep127-uniogen-leeve-ruohola-sora/). ## Explore the ideas in depth - [How to Sell a Company in Finland: An M&A Banker's Guide to a Clean Exit](https://www.neuvottelija.com/guides/how-to-sell-a-company-in-finland/): A practical guide to selling a company in Finland and the Nordics — the process phase by phase, share deal vs asset deal, valuation, due diligence, buyer types, deal structures, taxes on the sale, minority squeeze-outs and the ownership context that shapes every exit. Grounded in Neuvottelija conversations and Translink M&A practice. - [Negotiation Strategy, Leverage and Power: Reading the Counterparty You Actually Have](https://www.neuvottelija.com/guides/negotiation-strategy-leverage-and-power/): A negotiation guide from the co-author of Neuvotteluvalta — the sources of leverage, BATNA and anchoring in practice, using information asymmetry, breaking deadlocks, and what to do when the counterparty negotiates on power rather than consensus. Grounded in Neuvottelija conversations and two decades of negotiation writing. - [New Negotiation Power: The Definitive English Framework](https://www.neuvottelija.com/guides/new-negotiation-power-framework/): The authoritative English presentation of Sami Miettinen and Juhana Torkki's New Negotiation Power framework: Power, Analytics, Interaction and Principles; preparation, roles, team design, trust and long-term negotiation performance. --- Cite as: Sami Miettinen, Neuvottelija — Uniogen, a Life Science Merger in Turku | Liina-Johanna Leeve, Jarkko Ruohola and Henrik Sora | Negotiator 127, https://www.neuvottelija.com/podcast/episodes/ep127-uniogen-leeve-ruohola-sora/, 2022-03-26. For quotes include episode 127 and timestamp.