The Hidden Determinant of Value in Financial Services M&A

By Spencer Earp, SVP of EMEA at Conga

The UK financial services sector is in the middle of a deal-making revival. Nearly 400 mergers and acquisitions (M&A) were announced in the first quarter of this year, the highest number since late 2022, according to ONS figures. Falling interest rates and more stable conditions have helped, but it is overseas investors specifically who see the UK as fertile ground for growth.

Every deal rests on a foundation of contracts. Supplier agreements, client commitments, employment terms, property leases, regulatory filings – together they make up the real substance of what is being bought and sold.

If these contracts aren’t visible or properly understood, the deal value can quickly start to look less certain. Unwelcome surprises tend to surface later, sometimes years down the line, when it is far more expensive to address them.

Contracts as the real due diligence

Balance sheets and forecasts are important, but they don’t always reveal the obligations and risks that define day-to-day operations. Contracts do. They set out how money flows, which terms are negotiable, and where compliance responsibilities sit.

For example, a customer agreement might allow termination if the business changes hands. A supplier deal may include automatic cost increases. A regulatory commitment might be hidden in annexes no one has looked at since signing. These kinds of details can undermine the assumptions a deal was built on.

In financial services, where regulation is strict, overlooking a single obligation can be more than a financial setback, as it can damage trust with clients and regulators alike.

When problems only surface after the deal

A lot of integration issues following an M&A have their roots in contracts. A buyer inherits obligations it did not expect or finds that long-term commitments make it impossible to achieve the planned efficiencies. Sometimes revenue evaporates as customers exercise rights no one was fully aware of. In other cases, regulatory breaches appear because a license or duty wasn’t transferred correctly.

At that point, leaders are forced into damage control. Instead of pursuing the growth or synergies promised at the outset, they spend time and money resolving avoidable issues. It is not only disruptive, but it can also make investors question whether the acquisition ever truly delivered.

Integration: where value is won or lost

Signing a deal is only the start. Integration is where value has to be proven, and it is also where poor contract visibility slows progress.

Picture two financial institutions trying to merge, each with thousands of contracts covering everything from IT hosting to outsourced services. If those documents sit in different systems, or worse, as PDFs buried in folders, the combined business can’t easily see overlaps or identify opportunities to renegotiate. Cost savings that looked achievable during the pitch stage get delayed or lost altogether.

The businesses that succeed in integration tend to be those that treat contracts as live data. With a consolidated view, leaders can identify duplicate suppliers, harmonise terms, and reassure clients before uncertainty causes churn. The clarity speeds up decision-making and helps the organisation move as one.

Contracts as a source of advantage

Handled well, contracts don’t just mitigate risk, they can actively create value. A consolidated supplier base strengthens bargaining power. Understanding client obligations helps retain revenue during uncertain periods. Early sight of regulatory requirements reduces the risk of expensive compliance fixes later.

In a sector where pressure on margins is constant, these kinds of gains can make a difference. M&A is never risk-free, but visibility over contracts puts leaders in a far stronger position to ensure their investments deliver.

Why this moment matters

The current wave of financial services M&A is about more than opportunistic buying. Larger players are often consolidating to scale up, smaller firms are seeking lifelines, and international investors might see the UK as underpriced compared to their home markets. That mix creates momentum, but it also raises the stakes.

Deals will only deliver if execution is tight. For that, contracts can’t remain an afterthought. They need to be brought to the centre of the conversation and examined with the same intensity as financial models and strategic plans.

As activity builds through 2025, leaders should remember that value is not just captured in the negotiation room or in the integration playbook. It is also buried in the fine print of thousands of agreements. The firms that surface that detail early and use it to guide decisions, will be the ones who turn this surge of activity into lasting growth.

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