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This is the first of a two-case series (301-105-1 and 301-106-1). In the summer of 1993, the Finnish HEPAC wholesale industry was divided between four national competitors: Onninen Oy, Oy Huber Ab, Suomen LVI-tukku, and Kesko. In addition, there were some local HEPAC wholesalers throughout Finland, but practically speaking the market was controlled by these four. The Finnish economic recession had continued for almost three years. It was obvious that the market was too small for all four of the major HEPAC wholesale competitors to survive and the companies knew that something had to be done in order to reduce this over-capacity. Onninen and Huber had started secret negotiations, and the case culminates into question how the two companies could merge, what the applicable valuation is, and how the merger/acquisition should be implemented.