Episode 26 · 2020-06-28 · 29:34 · Original in Finnish
The Exit Process and M&A | Tero Nummenpää | Neuvottelija 26
Originally published as “#neuvottelijat 26 - EXIT-prosessi ja yrityskaupat (Tero Nummenpää)”
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.
Watch and listen
Key moments
- 00:00 — Matias Mäenpää the EXIT book and selling Pappila Penkkala to Visma
- 02:00 — Tero's route from industrial engineering to investment banking
- 04:00 — The pandemic across thirty countries: China South Africa Latin America
- 06:00 — Technology and e-commerce deals closed during the pandemic
- 08:00 — The two-stage auction versus a lighter letter-of-intent model
- 10:00 — Growth and profitability are what break in due diligence; close fast
- 12:00 — Industrial versus financial buyers; the shareholders' agreement
- 14:00 — The kickoff workshop question about hidden problems
- 16:00 — From physical to virtual negotiation; Teams speeds it up
- 18:00 — Physical data rooms in the 2000s and Slack as a client workspace
- 20:00 — The fee model: success fee kicker and discretionary fee
- 22:00 — Advising the buyer and splitting the synergies
- 24:00 — Pro Farm: seventy advisers opposite and the earnout structures
- 26:00 — Nordic arbitration versus American courts
- 28:00 — What the job demands: negotiation skill and reading the other side
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.
Chapters
- 00:00 — Matias Mäenpää the EXIT book and selling Pappila Penkkala to Visma
- 02:00 — Tero’s route from industrial engineering to investment banking
- 04:00 — The pandemic across thirty countries: China South Africa Latin America
- 06:00 — Technology and e-commerce deals closed during the pandemic
- 08:00 — The two-stage auction versus a lighter letter-of-intent model
- 10:00 — Growth and profitability are what break in due diligence; close fast
- 12:00 — Industrial versus financial buyers; the shareholders’ agreement
- 14:00 — The kickoff workshop question about hidden problems
- 16:00 — From physical to virtual negotiation; Teams speeds it up
- 18:00 — Physical data rooms in the 2000s and Slack as a client workspace
- 20:00 — The fee model: success fee kicker and discretionary fee
- 22:00 — Advising the buyer and splitting the synergies
- 24:00 — Pro Farm: seventy advisers opposite and the earnout structures
- 26:00 — Nordic arbitration versus American courts
- 28:00 — What the job demands: negotiation skill and reading the other side
Watch
The recording lives on the Neuvottelija channel: #neuvottelijat 26 - EXIT-prosessi ja yrityskaupat (Tero Nummenpää). A Finnish edition of this episode is published at www.neuvottelija.fi.
Go deeper
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People and topics
Guests: Tero Nummenpää
Topics: M&A & Exits