Best Alternative To a Negotiated Agreement (BATNA)

The BATNA (Best Alternative To a Negotiated Agreement) is the best outcome a party can achieve if current negotiations fail — the floor below which no deal should be accepted. Introduced by Fisher and Ury in "Getting to Yes", the BATNA is a fundamental M&A negotiation tool: knowing your own BATNA and estimating the counterparty's defines the zone of possible agreement (ZOPA) and prevents acceptance of unfavourable terms under pressure. For a seller, the BATNA may be a competing offer, retaining the business, or an IPO. For a buyer, it may be an alternative acquisition target.

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Example: in the sale of a Swiss technology group valued at CHF 22.0 million, the seller holds a CHF 19.0 million indicative offer from a strategic acquirer — their BATNA. Facing a financial buyer proposing CHF 18.5 million, the seller credibly maintains a floor above CHF 19.0 million. This dynamic drives the financial buyer to revise its offer to CHF 20.5 million to remain competitive.

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At Hectelion, we help clients identify and strengthen their BATNA before any M&A negotiation to maximise their position and protect against opportunistic pressure.