Synergies refer to the sum of two things being greater than the individual parts. It is an important concept to understand for many stakeholders in the world of mergers and acquisitions ('M&A'). The anticipated upside from synergies is often used to determine the combined entity's value and justify the premium paid during an acquisition.
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Whether you're a strategic buyer looking to leverage operational efficiencies or a private equity firm seeking financial synergies, understanding how to unlock synergies is crucial for extracting value from any acquisition. In this guide, we will cover the following topics:
Synergies arise when two companies combine, creating a value greater than the sum of their standalone companies. They typically manifest as increased revenue, cost savings, or other financial benefits, contributing to improved cash flow or tax benefits for the combined firm.
In summary, synergies are categorized into three types, as follows:
By understanding the potential benefits of merger and acquisition synergies, you can be in a better position to advise on the improved financial performance from synergies that drive long-term value.
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In this section we will expand on the three types of synergies listed above, as follows:
Revenue synergies result from combining two companies’ strengths to produce incremental revenue. For example, accessing broader sales channels and each other's customer books, or introducing intellectual property to new markets can yield higher revenue. While these synergies are challenging to quantify, they offer immense potential for strategic buyers focused on growth.
Cost synergies refer to reducing combined operating expenses by streamlining processes and eliminating redundancies when companies merge. Examples include consolidating offices, reducing marketing strategies and cost, and renegotiating supplier contracts. These tangible benefits are easier to measure, making cost synergy a priority for achieving synergies efficiently.
Cost synergies can be quickly and easily estimated using functional benchmarks. This involves using external data from similar companies to assess how many people may be required in each function based on expected revenue in the combined company - Access functional benchmarks here.
Financial synergy arises from improving the combined entity's capital structure or accessing tax benefits. For instance, a profitable company acquires another to leverage its lower cost of capital or enhance future cash flows. While financial improvements are often secondary, they can contribute significant to a merged firm’s success.
We think that understanding synergies is essential for these four type of stakeholders:
This group of buyers are corporate companies that are not part of a private equity firm. They range from large publicly listed companies all the way down to small privately run businesses. Their goal is to capture synergies by integrating operations, leveraging intellectual property, and aligning sales strategies.
Financial buyers focus on financial benefits, such as improving the net present value of investments. They raise money from limited partners, then the general partners will invest the funds in many different separate entities. Sometimes the investment has a synergies focus for a combined firm, which typically results in a "bolt on" acquisition.
Most M&A activity is driven by the desire for greater financial success. Therefore, finance leaders are nearly always heavily involved in any sale process and are responsible to evaluate potential synergies to assess the combined net income and operational efficiencies.
Transactions often involve input from most executives in the business. One common example is the assessment of revenue synergies with Sales executives. In this situation, they must ensure that synergies are realistic and achievable, otherwise it can have a detrimental impact to value at a later stage.
In the end, synergies are an important concept for anyone involved in merger and acquisition transactions to understand, whether planning, executing, or overseeing integration costs.
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Benchmarking offers a systematic approach to maximizing any potential synergies for any acquisition that you are considering. Here are three techniques that you can use:
Analyzing past acquisition synergies within the industry provides insights into achievable cost synergies and expected revenue synergies. This information can be hard to find, but with some good old fashioned research you should be able to get some comparable figures.
Assess synergies at the granular level, such as by department or function, to estimate combined operating expenses. This is where a trusted third-party data provider like CompanySights can make benchmarking simple - Learn more about benchmarking data.
Use industry averages to gauge financial improvements or cost savings opportunities. This is usually in the form of high-level financial benchmarks, such as SG&A as a % of Revenue. Again, you can turn to CompanySights for some of these standard market benchmarks.
Benchmarking allows companies to quantify potential financial benefits and focus on areas with the highest synergy potential.
Calculating synergies using benchmarks is a relatively straightforward exercise. Let's look at the key steps required to calculate cost synergies:
From here users can input the estimated synergies into robust models, such as:
Combining benchmarking data with financial models enables companies to capture synergies effectively.
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While synergies offer many potential benefits, realizing them can be fraught with risks, such as:
1. Integration Costs – The expenses required to merge two companies often exceed initial estimates, delaying financial benefits. Make sure to properly assess the one-time integration costs with input from many stakeholders, especially the finance executives.
2. Cultural Clashes – Differences in organizational culture can hinder the alignment needed for successful synergy. Perform a proper assessment of culture from the outset of any deal. This activity is usually part of HR or people due diligence.
3. Operational Inefficiencies – Combined companies may face inefficiencies during the transition, impacting cash flow and profitability. The transitional period where the business is being integrated must be project managed, especially when it comes to IT systems integration.
4. Negative Synergies – When the integration process fails, costs may rise, leading to negative synergy (a.k.a. dis-synergy) instead of value creation. Dis-synergies arise when integrations are poorly managed and leadership loses control of the integration process.
5. Overestimated Synergies – Setting unrealistic expectations upfront regarding incremental revenue or cost savings can undermine the merger’s success. Many lenders will require independent due diligence to be performed on buyer synergy estimates. If your lender doesn't, then you should get a qualified professional to review the estimated synergies to de-risk any issues down the line.
Recognizing these risks allows companies to plan proactively and safeguard their combined value.
Here are four simple best practices for achieving synergies and delivering value, as follows:
Now let's look at two cases where revenue synergies and cost synergies were achieved in the real-world, as follows:
Overview
In 2006, The Walt Disney Company acquired Pixar Animation Studios for $7.4 billion. The acquisition aimed to merge Disney’s extensive distribution network and global brand recognition with Pixar’s cutting-edge technology and unparalleled creativity in animation.
Key Revenue Synergies
Results
The deal produced higher revenue for Disney, with iconic Pixar films like Toy Story 3 and Finding Dory becoming massive commercial successes. Revenue synergies contributed significantly to Disney’s growth in animation and related sectors.
Overview
In 2015, Kraft Foods Group and H.J. Heinz merged to form The Kraft Heinz Company, orchestrated by private equity firms 3G Capital and Berkshire Hathaway. The primary focus of the merger was to extract cost synergies and improve profitability in the highly competitive food and beverage sector.
Key Cost Synergies
Results
The merger achieved over $1.5 billion in cost synergies within two years, largely through improved operational efficiencies. These savings boosted the combined firm’s profitability and helped it remain competitive in a cost-sensitive market.
Both of these examples underscore the importance of aligning strategy with execution when companies combine.
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Synergies are the cornerstone of successful mergers and acquisitions, offering opportunities to increase revenue, reduce costs, and unlock other financial benefits. By understanding the types of synergies and leveraging benchmarking techniques, companies can capture tangible benefits and avoid the pitfalls of negative synergies.
From strategic buyers to private equity firms, those involved in M&A transactions must prioritize achieving synergies through meticulous planning, integration, and data-driven decision-making. By applying the best practices outlined in this guide, organizations can realize the full potential of their merger synergies and create a combined entity positioned for long-term success.
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