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Warning Signs of a Merger Deal Gone Bad

October 28, 2009

Getting a handwritten note that says, “Keep quiet, the walls have ears,” in the midst of a merger discussion is one warning sign that a pending merger deal may be a bad idea.

Leaders of several New York-area accounting firms talked about some of the pitfalls and advantages of mergers during a panel discussion on practice continuity at the New York State Society of CPAs’ practice management conference this morning. Among the warning signs are partners who don’t want other partners at the firm to know about a contemplated merger, partners who don’t want their own compensation to be revealed to the other partners, and partners who seem to be more interested in improving their golf game than in minding the business.

John Repetti, president and COO of Graf Repetti, has been involved in a series of mergers, and said he has been asked when he would stop doing them. The answer: “When they start shoveling dirt on me.” But he noted that there has to be a good meshing of cultures. When you’re about to get married and you’re already disagreeing over the color of the table spreads at the wedding reception, then you have to picture yourself doing that 10 years from now.

Ted Felix was one of the partners at Lazar Levine & Felix who decided to merge his firm with Parente Randolph (now known as ParenteBeard after a more recent merger). He considered the idea of a merger when he found himself spending more time dealing with administrative, human resources, and information technology concerns.

The firm leaders in attendance, who also included executives at Weiser, Metis Group and JH Cohn, said they were always on the lookout for merger partners, potentially including some of the attendees at the conference. But they noted that sometimes deals take at least a year, and there can be a lot of deal breakers before a merger happens. Check your ego at the door before negotiations happen, they advised.

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