12 Pages Posted: 2 Jun 2017
This case and its companion, "Marietta Industries" (UVA-QA-0773), are intended for MBA, executive education, and MBA executive audiences. They were written for a "Bargaining and Negotiating" elective. This case is from the perspective of Stephen Rucker, president and CEO of LoMar Adhesives, who is considering selling his small, closely held company and will be meeting with the vice president of Business Development and Acquisitions for Marietta Industries, a large multinational corporation.
Rev. Jan. 13, 2012
The thought of selling LoMar Adhesives had been in the back of Stephen Rucker's mind for the past year or so. It had suddenly moved to the foreground three months ago, when in late March 2004, a representative of Marietta Industries called to make an appointment to discuss “mutual interests.” Mutual interests turned out to be Marietta's interest in potentially acquiring LoMar. In the intervening months, several small teams from Marietta visited LoMar for various due-diligence investigations of the plant and the company financials. At the end of each visit, the team leader was cautiously positive about the results of the inquiries. In parallel with Marietta's investigations, Rucker, president and CEO of LoMar Adhesives, searched the Internet for perspectives on Marietta, contacted the senior partner of LoMar's accounting firm for guidance on valuing the company and structuring a deal (if a sale were to occur), and plumbed his professional network for anyone with personal knowledge of Marietta. His efforts produced no reasons to reject the Marietta overtures and, if anything, fueled his interest.
The first meeting between Rucker and Clare Clemons, vice president of Business Development and Acquisitions for Marietta Industries, was scheduled for next week with the objective of exploring each party's goals and crafting the framework of a deal upon which the attorneys could begin to flesh out the details. Rucker would be interested in doing a deal only if it achieved his interests: preservation of a legacy, continued employment, and adequate after-tax payment for his ownership.
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Keywords: M&A, merger acquisition, negotiation
Suggested Citation: Suggested Citation
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