Mergers and acquisitions is a binary pursuit: a deal gets done, a deal does not get done. Most are clear cut: scrutinized, negotiated, and accepted by both parties, who believe in its equal benefits.

The public-turned-hostile, rancorous-from-the-get-go proposed merger between Choice Hotels International and Wyndham Hotels and Resorts is anything but black and white, and both sides are dug in.

On the one hand, Choice believes a deal of this magnitude would actually lower costs for franchisees. Pat Pacious, president and CEO of Choice Hotels, said that through direct bookings, lower operating costs, and a much more robust rewards program, “We have an opportunity to help our owners of our franchises really improve the value of their assets and their return on investment.”

On the other hand, Wyndham believes a deal would do anything but and, moreover, were never jazzed that a significant component of the proposed deal involved Choice stock, “which the Board believes is fully valued relative to Choice’s growth prospects, especially when compared to Wyndham.”

Financials and posturing aside, there is one element that could make it all a nonstarter: the Federal Trade Commission. The FTC has been around since 1914 with a mission to protect consumers and competition by preventing anticompetitive, deceptive, and unfair business practices. It seeks to uphold and enforce antitrust law, which regulates the conduct and organization of businesses to promote competition and prevent unjustified monopolies.

Most think the FTC safeguards the end user—a customer who purchases a hotel room, for example. In the case of Choice and Wyndham, the customer is the franchisee who owns a hotel under one of those companies’ brands. One of Wyndham’s main points of contention has been the potential hurdle of a merger even receiving approval from the FTC. To this, Choice responded: “The FTC will come to its own independent assessment of the proposed transaction’s competitive merits based on the specific facts like it does on every M&A transaction.”

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Read AAHOA’s press release about the possible merger