This blog content comes from an interview conducted on May 7, 2026. For more information or context, watch the full episode where you get your podcasts.
“I’ll never do a three-way merge again. It was worth the effort.”
- Dave Wesemann, Principal, Lynk Engineers
Two firms coming together is hard enough. In Salt Lake City, three engineering firms (Spectrum Engineers, Colvin Engineering, and Envision) decided to merge as equals into a brand-new company called Lynk Engineers, a transaction PSMJ advised. On this episode of the AEC GrowthCast, host Greg Hart talks with Dave Wesemann, the former CEO of Spectrum and now a principal at Lynk, and PSMJ Senior M&A Advisor Karl Wohler about how it came together and what they’d tell any firm considering something similar.
1. Start with trust and a clear reason why
“We’d worked together for 30 or 40 years. We had actually teamed up to do a few big projects together. So we knew each other. We trusted each other. We have great respect for each other.”
Dave Wesemann
Talent was the strategic driver:
“It’s really hard to find good talent. You can hire student interns, you can train them up, you can try to recruit and take people away from competitors. But at the end of the day, to me, merging makes a lot of sense to get that good talent, to get those well-established client relationships.”
Dave Wesemann
The idea began with the next generation of leaders:
“It was kind of our next generation of leaders that started talking. They just came back to us, more senior gray-haired people, I guess, and said, ‘Hey, we want to get together and talk!’”
Dave Wesemann
2. Put the deal killers on the whiteboard before you call the lawyers
“The first time, we got straight to the chase, sat in a room with a blank whiteboard, and we said, ‘What would not make this work? What are the deal killers? Let’s get those out on the table now.’” - Dave Wesemann
Karl Wohler calls that approach exactly right:
“Before you bring the lawyers and accountants in, talk about the deal killers, the things that are most important, and see if you have alignment. It’s a great check to see if the merger makes sense.”
He also names the most common sticking point:
“The one typical big hurdle was that the comp plans were very different. You need to get alignment on profit management. How much of your profit before bonus goes to performance bonuses to non-owners as employees, and how much goes to the shareholders? You need to be philosophically aligned on that.”
The talks were not quick:
“This took about 14 months, meeting weekly, multiple times a week, from that first meeting until close.” -Dave Wesemann
3. Give every firm an equal voice, and start from a blank sheet
“We were willing to come to the table, start with a blank sheet of paper and just say, ‘Let’s set aside our egos. Let’s set aside what each of us think might be best. Let’s just take the best of what we’ve learned from our respective companies. Let’s do what’s right for the new merged company.’ -Dave Wesemann
The structure reinforced that spirit:
“During this whole merger process, we would set up an executive decision-making committee of equal say from each firm. The other firms, they didn’t want to be gobbled up.” -Dave Wesemann
That’s also why the combined company took a new name. Wesemann notes the ground rule:
“No one firm’s going to be gobbled up and acquired by the other and take on their name.” -Dave Wesemann
The shareholder agreement was the hardest test:
“In an acquisition, the acquiring firm just says, ‘Here’s our agreement, and we’re acquiring you.’ But we started again with a blank sheet of paper. We built a new shareholder agreement. We had to satisfy 65-ish shareholders with input from three separate legal teams and PSMJ. That was, to me, the most monumental and miraculous task that we actually accomplished.”- Dave Wesemann
Wohler describes the goal:
“It was clearly not a takeover. It was a merger, a really good faith merger of three groups. The goal being, after a year, people forget where you came from. It’s people looking to make the new company succeed, not ‘Where’d you come from? What’s your point of view?’”
4. Divide and conquer, with one place to report back
“We had multiple teams going on different components of the merger. And if we had not divided and conquered and had a way to report back to the executive decision-making group, it just wouldn’t have worked.”- Dave Wesemann
Every committee had all three firms at the table:
“Every committee we created, we made sure there’s representation from each firm. So we had an accounting committee: what’s payroll got to look like day one? We had a marketing and BD committee: what does the client communication look like? We had governance: what does our org chart look like?”- Dave Wesemann
The result was a seamless day one. Wohler:
“The week after the announcement and the actual merger in early April, people all got paychecks that said Lynk Engineers on it. Pretty amazing.”
5. Use neutral advisors and fair documents
“All three firms agreed to use one M&A advisor, PSMJ. They could have gone out and hired their own and had, first of all, triple the cost. We came in right from the beginning saying we’ll be cards up on the table, neutral down the middle, and everyone will be treated the same way. We’ll present a method, and the method will apply to all three.”
- Karl Wohler
The firms also shared due diligence support:
“We said, let’s all use the same due diligence accounting firm. Let’s combine and agree on an accounting firm for all of us to make this merger happen.”- Dave Wesemann
On the legal side, Wohler recalls the instruction given to the drafting firm:
“The marching orders to the firm that Spectrum hired, which was the drafting firm, is, ‘We don’t want you drafting favorable to us. We want middle of the fairway, fair right from the start.’ It was clear to everyone involved, this is all about openness, cards on the table. No lack of disclosure and fairness for all. And that spirit is what carried this through a complicated process to a successful closing.”
When talks stalled, the advisor served as a tiebreaker:
“When we came to a point where we had three attorneys and 65 shareholders not agreeing on something, we could always default and make our advisor, PSMJ in this case, the bad guy and say, ‘Tell us what’s normal, tell us what’s usual.’”- Dave Wesemann
6. Communicate early, often, and one-on-one
“I knew early on that continual communication to top people, beginning with the board and then key shareholders and all shareholders, we could not throw this out as a surprise at the very end. We had multiple board meetings talking about everything we had talked about and asking the question, ‘Given all this, do you still want to move forward?’”- Dave Wesemann
Even so, the hardest conversations came late:
“Even though you think about everything upfront, there’s still very hard conversations that need to be had towards the end. ‘As a shareholder, what’s that going to look like for me? What does the new shareholder agreement look like? Am I just as protected now as I used to be? What’s my compensation going to be?’ We had to have group conversations and we had to have one-on-one conversations, multiple times with individuals, to make sure they were on board.”
On timing the announcement, Wesemann says they held it until they could do it properly:
“We toyed around with making an early announcement or waiting until we closed. The advice was, no, wait till we close and make the big announcement. So we did. We had an up-and-running functional website. We had our new name and brand ready to go.”
Clients had a few reservations:
“There’s always some reservation, like, ‘Okay, now you’re bigger, you took away our competition. We kind of liked having choice.’ So we would just need to assure them. You still have choices. We’re not increasing our fees. Why would we do that? Why would we cut ourselves off at the knees?” - Dave Wesemann
But the overall reaction was strong:
“Some of the first response was, ‘Wow, that’s a powerhouse engineering firm. You took the best of the best and brought them together.’”- Dave Wesemann
Hear the full conversation
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Thinking about a merger or acquisition of your own? Learn more about PSMJ’s M&A advisory services.