During international M&A, using an EOR for C-level executives creates "permanent establishment risk." Because these executives make significant corporate decisions, their host country can claim corporate taxes, which the EOR model doesn't cover, necessitating a full entity setup.
When SPS Commerce acquired a Dutch company, they discovered their lawyers in the Netherlands could not advise on French labor laws for the target's Paris office. This highlights that "Europe is not one country" in M&A; acquirers need a separate bench of local experts for each jurisdiction.
In deals with hostile co-founders, a third-party financial partner with sufficient power can compel a close. Their desire for an exit can override the emotional deadlock between warring sellers, salvaging an otherwise doomed transaction.
An investment banker argues the hardest part of a deal isn't technical due diligence but managing seller emotions, especially with family-owned businesses. He humorously notes his offices were coincidentally located below psychology firms, reflecting the true nature of his work.
Diploma PLC won a competitive auction for Peerless Aerospace despite being outbid by 5%. They succeeded by proving they were a "kinder, gentler alternative to private equity," which appealed to the sellers' desire to protect their legacy and management team.
M&A professional Sam Delestein shares a key lesson: criticizing a founder's business is like insulting their child. To win deals, buyers must treat the company with the same personal respect a founder does, as it's often their life's work and legacy.
A private equity firm's past negative experience with an EOR provider made them refuse to deal directly with any EOR company on a subsequent deal. This forced the advisor to work through an intermediary, adding complexity and risk to the transaction.
After acquiring a European company, SPS Commerce found success by sending leaders from all departments (finance, sales, back-office) to visit in person. A single executive "fly-by" is insufficient; integrating the whole business builds trust and operational alignment.
An American M&A team was shocked when a key person on the sell-side announced a three-week, completely offline vacation during a live deal. This cultural difference in work-life balance can stall US-led transactions and must be anticipated in timelines.
During an aerospace deal, a plane door failure scared off private equity bidders. The buyer, Diploma PLC, used its deep industry knowledge to assess the risk as low, moved quickly, and built rapport with the seller while competitors hesitated.