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24. September 2025 – PMIspective – Gefangen im Pre-Closing: Management mit Führungsverbot – PMI-Expertentalk

September 24, 2025 - PMIspective - Caught in pre-closing: Management without leadership - PMI Expert Talk

250 days of standstill.

That's how long it takes on average from signing to closing today.
The contracts are signed, the deal is announced - and then: nothing.

Officially, you are not allowed to lead, otherwise you risk “gun jumping,” and that can be expensive. The antitrust authorities take this very seriously.

Unofficially, of course, everyone wants to prevent the best people from quitting, customers from switching to the competition, and the deal from falling through before it can even be realized.

This is the most dangerous phase in M&A: the limbo between contract and takeover. And this is precisely where it is decided whether value is created or destroyed.

So what are you doing? Counting the days? Tying down employees? Hypnotizing customers?

In this PMIspective, we talk about what scope for action really exists in this absurd phase—without running the risk of being shot down by the antitrust authorities for “gun jumping.” In our expert panel, we discuss whether and how a target can be given a long leash.

📆 September 24, 2025
🕐 1:00 - 1:40 PM
🌎 PMIspective link

We look forward to your stories!

Can't make it this time?
No worries – the next PMIspective is scheduled forOctober 29. Save the date!

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Nachfolge-Strategie: Warum das beste Unternehmen das ist, das man behalten könnte

Succession strategy: Why the best company is the one you don’t want to sell

Preferably 65 years old!

“We prefer 65-year-old CEOs and owners who want to sell their company. We generally do not accept mandates from anyone under the age of sixty.” It is rare to encounter such a pointed definition of a target group. Admittedly, it sounds rather uncompromising when this M&A consultant describes his ideal clients.

From his point of view, this makes perfect sense. The closer the CEO and owner gets to retirement age, the greater the pressure to act. Opinions always differ when it comes to the purchase price – especially when it is one's own life's work. However, if there is no time pressure to sell soon, deals often fall through just before the finish line. This happens more often among those under 60, who think to themselves: “I'll just keep going for another five years.”

Is that understandable? What is strategically clever for the M&A advisor proves to be less advantageous for the CEO and owner. Shortly before retirement, the scope of options narrows dramatically. Then, in most cases, the only option left is to sell. But is that really the best solution? For everyone involved? For customers, suppliers, and employees?

A look at M&A activity among small and medium-sized enterprises shows that, alongside digitalization, succession is one of the most common triggers for a transaction. This is reason enough to take a closer look at this issue and clarify key questions: Is a sale really necessary? What alternatives are there? What are the next steps? And when should you start?

What are the reasons for selling all or part of your company? When does it make strategic sense? Let's address these two questions first. The following situations, which have occurred repeatedly in recent years, provide possible answers.

Financing – Transformation costs money

Without adequate financing, any transformation remains a pipe dream. This does not refer to companies in acute financial distress or even insolvency. Their restructuring would also require considerable resources, but that is another chapter – in another article.

No, the focus here is on companies that are doing well financially. Nevertheless, the available cash flow is often insufficient to cope with necessary or sensible changes. The situations for this are manifold.

For example, an automotive supplier wants to move away from combustion engine components and switch to electric mobility. After all, not everyone just produces bumpers. This portfolio metamorphosis usually requires new technologies that demand different expertise than before. The transformation is rounded off with new production technologies. This is not only a major mental shift, but above all a very expensive one.

New production facilities are established for a variety of reasons. Relocating production abroad is only one motive. Sometimes existing premises are bursting at the seams, rental or lease agreements are expiring, or regulations are forcing a move. Depending on the scope of the project, parallel continued operation to ensure continuous customer supply, and possible social plans if the locations are too far apart, considerable financing requirements arise. In the case of fully automated production, the sums quickly run into the high double-digit millions — even the most experienced CFO pauses to think about that.

Added to this are industries in the midst of market consolidation. Often, one company starts the process, and all the others are forced to follow suit. In order not to be left behind or to be “swallowed up” themselves, the only option is to actively acquire competitors. This, too, cannot be done without the appropriate financing.

These are just a few examples of how successful companies can face significant financing challenges. These challenges can result in a sale or partial sale. Ideally, however, in such situations, the company should not just bring an investor on board who merely provides the necessary capital.

Skin in the game

The company is now in the comfortable position of having secured financing for upcoming changes, whether through moderate transformation costs, sufficient cash flow, or a generous investor. However, depending on the transformation project, money and leadership alone are not enough. The right expertise and experience are also required.

Digitalization provides a prime example of this. Without the necessary expertise, it is virtually impossible to even select and recruit the first suitable digital expert. Production relocations are highly complex and fraught with pitfalls. Anyone who wants to avoid these should bring the relevant expertise in-house.

A few years ago, there was a DIY-store supplier that had been successfully run by the same family for decades. It could have continued like this for several more years. Fortunately, the family recognized the need for change in their own company in good time. Even though all sales managers were equipped with smartphones, sales were somehow still stuck in the 1980s. Fit for the future definitely looks different.

The family was also aware that they lacked the experience to make such changes to the organization, not to mention the internal expertise in the company. The solution? They sold 50% of the shares to a private equity fund with the relevant specialization. This not only brought expertise and experience on board, but also many helping hands to support the transformation process. Not to be underestimated: the board now included a representative with sufficient skin in the game, so that they didn't turn back halfway just because it was getting tough.

With secure financing and the right mix of expertise and experience, any necessary transformation can be mastered, the company can be positioned for a sustainable future, and substantial additional value can be generated along the way. Is that the end of the story? Not at all — it could well continue.

Stepwise exit

Those who proceed skillfully and have brought a private equity investor on board for one of the two reasons mentioned above can elegantly use Private Equities’ investment logic to their advantage. Private equity funds typically sell their portfolio companies after a holding period of five to seven years. In this sales process, which is usually professionally orchestrated thanks to private equity experience, it is then possible to completely exit one's own company and enter retirement.

A service company with an plain me-too strategy was facing precisely this situation. It was unable to make the leap into the growth phase on its own. The founder and owner was planning to retire in the next 5-10 years. However, in its current state, the company was hardly saleable.

He brought a professional investor on board at the right time, who contributed both expertise and financing for the upcoming changes. Together, they prepared the company for the growth phase and took the first steps toward expansion. After just under seven years, the company was sold in its entirety to the next investor, who was able to immediately devote himself to intensive growth. A happy ending for everyone involved.

The planned and timely partial sale paved the way for the complete exit. The private equity investor increased the pressure on the subsequent sale process. There was no turning back.

Before you get the impression that we are singing the praises of private equity investments in medium-sized companies, it makes perfect sense in many situations. All three scenarios demonstrate thoughtful strategic action. In no case is the decision to sell or partially sell made at the eleventh hour. Instead, someone has given careful consideration to the future of the company beforehand.

And besides that? A great company?!

Entrepreneurs find themselves in a situation where succession has not been thought through, planned, and initiated ten years in advance — and strategic visions for the company are also in short supply. Nevertheless, the exit for founders and CEOs should now take place in the near future. What remains? Sale “as-is.”

This is very reminiscent of buying a used car “as is.” If you think back to the opening story, it certainly works. At least when the founder and CEO has reached a certain age and the pressure to exit is correspondingly high. If the price is right, there is usually always a buyer.

The info memo then talks about a fantastic company with countless opportunities for the future. The somewhat succinct “fantastic” can be replaced by countless other superlatives that praise the company to the skies. This immediately raises a few critical questions: If there are such great future opportunities, why haven't any of them been realized yet? Or at least started to be realized? And even more critically: Why sell a company that is doing so well?

If things are going so well, then why not just keep it? A solidly positioned company could easily be used to finance retirement simply through cash flow. Before investing the proceeds from the sale in a stock portfolio of companies whose products and strategies are unfamiliar, one could simply hold shares in a company that one knows inside out. Instead of a stock portfolio, company shares can also be passed on to children.

But if that doesn't happen, what does that say about the company? What does that mean for the organization? In short, there is probably a lack of confidence that things will continue to run smoothly without the founder and CEO. Difficult.

That's why you should only sell at sixty-five – then you can swallow the bitter pill of realization. The company isn't doing so well after all, the future isn't so bright, it's too late to start thinking about tomorrow. The value isn't as high as expected. Price reduction! But the pressure is on, and then the deal goes through. And everyone is happy...

A kind of carve-out from the CEO

If there were still time, if the seller were not over sixty, what options would there be? Sometimes, even at over sixty, there is still the opportunity to stay on board for another five years and push ahead with the necessary changes.

What is on the agenda? Essentially, it is quite straightforward: to structure the organization in such a way that it can be maintained with a clear conscience. This would essentially be a type of carve-out from the founder and CEO. To make the company independent of him. To dissolve all interdependencies between the founder and CEO on the one hand and the organization on the other.

This means changing processes so that they run through the “normal” responsible parties – not because it has always been that way. When it comes to recruiting, it is no longer Mr. Meyer who makes the final decision, but the responsible manager; after all, they are the ones who have to live and work with the new employee. Pricing is not based on Mr. Meyer's mood on a given day, but on a clear price list and a defined process.

What if the managers described above do not exist? Then it is essential to establish an organization that can make and implement decisions independently. A sustainable structure that relieves the CEO and functions even when he is on vacation, without the company coming to a standstill.

In most cases, there are many implicit rules, processes, tactics, and treasures of know-how. These must be made explicit, at least the important ones. They need to be documented. And yes, they must be transparent. Then it is easy to check whether this is really how things are done or whether success lies elsewhere.

Preparation is everything. That will take time. The positive aspect? The founder and CEO has enormous influence on this. The sooner he can let go and give the organization the chance to emancipate itself, the faster things will progress. There it is again, the question of trust. But if you can't trust the organization while you're still on board as CEO, you won't trust it when someone else takes the helm either. After all, the new CEO won't save the world on their own.

Ultimately, it remains a strategic question

If you don't want to be faced with the bitter truth at the last minute, you need to sit down earlier and answer the question — less for yourself than for the company: What will the future look like when you retire?

Is a future with a different CEO conceivable? It could well be someone from within the family. But more importantly, is there enough trust in the organization that, if in doubt, the shares can simply be retained? Does the future require extensive changes or even a fundamental transformation that requires a financial and strategic partner?

Ultimately, it remains a strategic question. It should be addressed at an early stage, not just twelve months before the planned retirement. And it should be done explicitly. For companies that are (still) highly dependent on their founder and CEO, this should be part of the strategy. Certainly not right at startup phase, but about ten years before the planned or expected retirement.

This gives customers, suppliers, and employees the certainty that work is being done to secure their future and the future viability of the company. Ultimately, it remains a strategic question, but one that is better asked at the outset.

20. August 2025 – PMIspective – Wenn‘s so gut läuft – warum dann verkaufen? – PMI-Expertentalk

August 20, 2025 - PMIspective - If things are going so well, why sell? - PMI Expert Talk

‘Our business is doing great!’

This is how many exits begin – and end with a shrug from the buyer. If you want to sell, you shouldn't come across as someone who has to.

In this PMIspective, we discuss sales processes that raise more questions than they answer, and explain how medium-sized companies can confidently and strategically plan the transition in good time.

Our panel of experts looks behind the façade of attractive sales arguments:
What signals to the market, employees and investors that the exit is not an emergency?
How can a delayed succession plan be made credible?
What options are there beyond a complete sale?

We provide insights from M&A practice, speaking plainly instead of whitewashing. Let’s share stories from bosses who have shaped their company's exit – and from those who were overwhelmed by it.

📆 August 20, 2025
🕐 1:00 - 1:40 PM
🌎 PMIspective link

We look forward to your stories!

Can't make it this time?
No worries – the next PMIspective is scheduled for September 24. Save the date!

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Digitalisierung im Mittelstand: Gekauft ist noch nicht gemacht

Digitalization in the SME sector: it’s far from over

Digitalization - just buy!

The digitalization of German SMEs cannot happen organically. This pithy statement was made at a conference a few months ago. In principle, this would mean building up the necessary skills internally and developing the organization towards digitalization on the proverbial greenfield site.

Theoretically, this is certainly possible. You start by hiring two or three really good people. But here lies the first major hurdle: Where do you find them? Which top talents would choose to join an organization that still has to be trained and educated? Even if you overcome all these hurdles, it will be a very long road.

What alternatives are there? If the organic route doesn't work - or would simply take too long - the anorganic solution remains. This was exactly the approach promoted at the conference. So we simply buy the digital expertise - a kind of white knight who turns everything around. Search, buy, done.

So that would be the solution for the digitalization of German SMEs. Of course, this approach can also be applied to generative artificial intelligence - as well as to many other more or less necessary transformations.

That's right: the digitalization of an organization is a genuine transformation. The organization should then be (more) digital, think (more) digitally, and act (more) digitally. This is far more than just a few new processes. It is about new perspectives, new ways of thinking, different logic, and different beliefs.

Signing done - and now?

Is the acquisition complete then? Does the desired change happen all by itself? That would be easy. This is probably why it is so often attempted - not only for digitalization but also for many other acquisition targets. Once the ink is dry, the contract is filed away and archived. And that's it. Too good to be true.

Let's take our German medium-sized company as an example, which by the way manufactures drills for special applications. They are really good at it. Now they have bought a digital company that programs very cool apps. If not much else happens after the signing - or even after the closing - apart from a short speech and a few new pens with new logos, not much will change.

Then everything stays the same. One part of the organization will continue to produce excellent specialty drills, and the other will remain the hip digital team. No exchange, no cooperation, no change. After all, as long as both can simply carry on as before, at least nothing will break.

It could be worse...

Yes, unfortunately. For example, if the buyer - the one with the drills - tries to impose its processes on the digital team. If suddenly the same purchasing conditions apply to everyone: Who needs special hardware or digital flipcharts? Standard notebooks and old flipchart pads will do - there are still enough of them in the warehouse anyway. Or if the same core working hours (08:30-16:00) and attendance requirements suddenly apply to everyone. Who needs regular video conferences with Silicon Valley or China? It goes without saying that the digital team will suffer in this scenario.

So it takes more than just a well-intentioned post-acquisition approach. A rethink is needed - both for the team with the drills and for the hip digitals. They need to understand each other and learn from each other.

Going back in time - Industry 4.0

Why is digitalization such a comprehensive change? Many years ago, we supported an automotive supplier during a major restructuring process. Towards the end of all the organizational restructuring measures, the desire arose to introduce a Manufacturing Execution System (shortly MES) in production to move towards Industry 4.0. However, after such a far-reaching change, an organization first needs time to consolidate. The new setup has to settle and become part of the routine. The timing was therefore rather unfavorable.

Industry 4.0 means that information is exchanged in real time between customers, in-house production, and suppliers along the entire value chain. To achieve this, the company's organization must be data-driven and digital. Although installing hardware and software in production is very cash-intensive, it is a comparatively minor technical requirement.

In this organization, digital was almost a foreign word at that time. Everyday management life was characterized by heavy signature folders transported back and forth between several locations. Travel expense reports were still prepared by hand on specially made envelopes into which the receipts were inserted.

This was the real transformational step: turning an organization that works with physical receipts and documents into one that thinks and acts digitally and data-driven. Otherwise, for example, a change to the delivery schedule would come from the customer in real time, which would first be printed out on site and then distributed internally. Only then could production, logistics, and purchasing react - and HR might still not know that more staff would be needed in production next week.

Digitalization cannot be imposed top-down

What makes digitalization so different from other change programs? Why can't you simply set the goal, chart the path, and give the go-ahead? The digital mindset is not yet in place. The organization is still blind in this area. So no digital solution can be specified. Often, the problem for which this digital solution is needed is not even clearly identified. For this, the organization must first be upgraded - or rather transformed.

Top-down specifications do not work. How does it work then? This transformation can only succeed from within. The organization must be introduced to “digital” step by step - for some, these steps are bigger; for others, smaller. People need to practice and make experiences so that the digital mindset can develop.

The employees in the digital team help to make these experiences possible and to convey the new way of thinking. In this way, some learn to think more digitally, and others learn to act like a manufacturer of special drills. The result is an organization that thinks and acts digitally, identifies problems, develops digital solutions, and is able to implement them.

Post-merger integration – The catalyst

Digitalization cannot simply be prescribed, planned, and controlled top-down. However, there are many things that can be done to make it a success. Above all, the right framework for the transformation is needed, along with organized shared experiences and initiatives.

Classic post-merger integration with its mission of growing together by coming together is ideal for this. Collaborating on manageable tasks - and there are many after an acquisition - creates a shared sense of achievement. Old organizational boundaries are overcome, people interact, and they learn from each other.

A clearly formulated vision is needed for this particular acquisition. A vision that describes digitalization, beyond a specific new product or solution - because it is about much more than that. This vision inspires the first pioneers in both organizations to seek contact, work together, and overcome resistance. It provides orientation on the path to transformation.

The acquisition of the digital team is the turbo on the road to digitalization. However, there is no shortcut for the essential steps - the transformation of the organization. Post-merger integration is the catalyst that keeps the process going.

23. Juli 2025 – PMIspective – M&A als Digitalisierungs-Turbo – PMI-Expertentalk

July 23, 2025 - PMIspective – M&A as digitalization turbo – PMI Expert Talk

Digitization by acquisition - sounds simple. Buy a startup, get a few tech talents on board, and bang: future secured. Buying instead of being able to, so to speak. Or is it?

Reality is usually less elegant. Because anyone who thinks that the digital mindset automatically comes with the purchase agreement is often bitterly disappointed:
🔧 Processes get stuck.
👥 Cultures collide.
🤯 Innovation is "integrated" - and therefore often slowed down.

It often boils down to “plug and pray”. M&A can actually be a strategic lever for digital transformation - if integration is seen as a design task.

What is needed for this?
👉 A clear framework.
👉 Joint learning instead of top-down guidelines.
👉 And the insight that transformation has to be developed - and is not delivered as a plug-in.

In our next PMIspective, we will discuss how to actually buy digital sustainability through acquisition. With concrete tips and anecdotes from our wealth of professional experience, our panel of experts will talk about how to bring not just Wi-Fi, but change into the company.

For everyone who wants more than just new devices - namely new ways of thinking, working methods and perspectives.

📆 July 23, 2025
🕐 1:00 - 1:40 PM
🌎 PMIspective link

We look forward to your stories!

Can't make it this time?
No worries – the next PMIspective is scheduled for August 20. Save the date!

About PMIspective