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ARTICLE · 03 SEPTEMBER 2015

Auction In M&A: A Zero-Sum Game?

When deciding the method by which to sell a business, auctioning is an infrequent option among Canadian business owners.

CanadaCorporate/Commercial Law

When deciding the method by which to sell a business, auctioning is an infrequent option among Canadian business owners. Yet, this seller-oriented process is designed to secure the best price and terms possible business owners. By creating competitive tension, the auction process compels bidders to put forward the highest price they would be willing to pay in order to succeed.

Some argue that bidders in an auction tend to overpay for a target: while this may be due, in part, to a bidder merely wanting to "win" the bid, there's also an issue of information disclosure at play. Unlike private negotiations where information and disclosures about a target company may flow readily, there is a risk of information asymmetry during an auction, whereby a bidder has less information upon which to base a bid, possibly resulting in overvaluing a target. The auction process, it is then argued, may result in gains favouring a seller which are otherwise unlikely to be achieved

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