The Case for a Rollup Merger

Over our past three decades of deal making, we have assisted clients with almost every type of business transaction. Acquisitions have been most numerous, and some of the most successful of these acquisitions have been rollups.

What is a rollup?

A rollup (also referred to as a consolidation) is a term used to describe a company that is built primarily through the acquisition of smaller companies with common services or products. Usually, rollups are conducted by financial buyers in a specific market that is fragmented and therefore can be consolidated through mergers.

The financial buyer will identify potential acquisition targets that can offer products or services within the fragmented market and usually acquire them through a platform company. The rollup then entails putting the various businesses together under a common brand, administrative structure, reporting systems, and sales and marketing, so the combined business is presented to the customer base as a single entity.

Rollups require significant managerial and financial resources.

A rollup isn't for everyone. A rollup:

• requires a fragmented market segment;
• requires sufficient financial resources and strength on the part of the acquirer to make multiple acquisitions;
• tends to work out best where the acquirer has sufficient management strength to manage the multiple acquisitions and the related integration; and
• requires a relatively strong culture for support

Where these ingredients are all present, there is a very strong case to be made for a rollup. A rollup can generate great value for the buyer.

Value is created in a rollup by building a much larger and more scalable entity utilizing a common platform of systems and processes that allows for easy integration of each acquisition.

When evaluating a fragmented market, an acquirer should keep in mind the tremendous value that can be added and generated through a rollup.