24 August 2023

Navigating the M&A environment: Horizontal and vertical mergers

In an ever-changing market environment, companies often resort to different strategies to achieve growth, efficiency and competitive advantage. One such strategy are mergers, which involve combining two or more companies into a single entity. Mergers take various forms, with horizontal and vertical being the two main types. These strategies have different characteristics and implications and uniquely form the shape of industries.

shutterstock 522883132 lo
Horizontal mergers - Mergers of competitors

Horizontal mergers involve the consolidation of companies operating in the same industry and offering similar products or services. The aim is to combine forces, streamline operations and increase market share. By merging with a direct competitor, companies can achieve economies of scale, reduce costs and gain a stronger market position. Customers often gain more options and potential improvements in quality and service.

However, there are concerns about the restriction of competition. Regulators often scrutinise these mergers carefully to ensure that they do not create monopoly conditions that could harm consumers through higher prices or reduced choice. As a result, companies often have to undergo rigorous antitrust scrutiny to ensure that fair market dynamics are maintained.

An example of a horizontal merger is Facebook's merger with Instagram in 2012. Both of these platforms are competing social media platforms used to share photos and posts. Through this transaction, Facebook has expanded its market presence, reduced competitive pressures and also achieved synergies between the two platforms (for example, allowing people to share posts on both platforms simultaneously).

Vertical Mergers - Building an Integrated Structure

Vertical mergers, on the other hand, involve companies within the same supply chain but at different stages of production or distribution. In a vertical merger, a company acquires or merges with a supplier or distributor. The aim is to create a more efficient production process and achieve operational, financial and managerial synergies. By integrating the different phases of production, companies can potentially reduce costs, improve coordination and increase overall quality.

Unlike horizontal mergers, vertical mergers are generally less likely to raise antitrust concerns because they do not eliminate direct competitors. However, they may still lead to a concentration of market power, in particular if the combined entity achieves significant control over a critical aspect of the supply chain. As a result, regulatory control to ensure fair competition may still be present in some cases.

A notable example of a vertical merger is the 2002 transaction between eBay and PayPal. eBay is essentially a digital shopping and auction platform, while PayPal facilitates money transfers and online payments. Despite their different business areas, the merger of these entities proved to be a strategic triumph, enabling eBay to increase transaction volume and delivering benefits that have been reflected in both companies.

Companies considering a merger must carefully evaluate the strategic fit, potential benefits and regulatory implications. It is essential to assess whether the merger will actually create added value, whether through economies of scale, greater efficiency or improved market positioning. In addition, companies must be prepared to deal with regulatory enquiries, particularly when implementing horizontal mergers that could affect competition in the market.