I was with a new client today to discuss a new procurement initiative for a business which spans 14 countries in Asia. The initial transaction which formed this large and very successful operation was completed in late 2008, an incredible time to make an acquisition both in terms of price and expectation management in terms of shareholders. Since then it has performed extraordinarily well both in terms of growth and […]
Mergers & acquisitions
I often think that I’ve dedicated the last 14 years of my consulting career to an activity which is entirely defined by the famous quote about madness…to paraphrase, doing the same thing over and over and expecting a different result. Why is this? The reason is simple: Mergers and acquisitions offer opportunities for CEOs in every type of situation; defensive, growth orientated, focused on the need to diversify geographically or […]
At the risk of antagonising a number of my close colleagues and friends who work with me currently or with whom I’ve had the pleasure of working in the past, I wanted to ask a challenging question. In 14 years of working with companies going through a post-acquisition integration process, there’s been an outstanding issue which to my mind has never been answered properly – Why is it that process […]
For those of you who’ve read the ‘Hard and Soft’ blog, I wanted to return to a theme which has been crucial in my 14 years of consulting…culture.
Throughout this blog, you will find cultural barriers manifesting themselves as specific, definable issues which have specific definable solutions. This is a significant change from 10 years ago in terms of the level of recognition amongst board members. The reasons have probably a lot to do with the growth in cross-border activities, where cultural difference is relatively easy to observe, and in many cases, a growing awareness of people-related challenges in the boardroom.
This development is also reflected in board room appointments. Appointments at board level with titles like ‘Head of Organisational Development (OD)’, ‘Director, OD and Change’, are becoming more frequent and reflect a separation of these set of responsibilities from its traditional, if sometimes reluctant owner – HR. Dave Ulrich also implicitly acknowledges this when he talks about a move amongst HR leaders who now need to take up more of a strategic role within their organisations.
An interesting example of cultural change in a post merger integration project occurred in a transaction involving two retailers in Europe, spanning a number of countries but with a large base in the UK. In this case, the cultural barrier lay between two extremely well-aligned businesses – in other words, in the eyes of the employees, there was a strong linkage between the values which they themselves held and those of the business in which they worked. The potential was there for a very explosive situation as the businesses were significantly different in their approach. To give you some examples of the key difference, I’ve set out above some of the dimensions which we used to measure this difference. In each case, we asked the individuals we interviewed to mark on the spectrum where they saw their organisation (annotated as A and B). Some of the more startling results are seen in the graphic above.
What was fascinating was in certain dimensions where an external party might have seen an issue, for example ‘internal politics play an important role here’ or ‘the company is stifled by bureaucracy’, the individuals on the other hand, saw these as positive traits. ‘Internal politics’ were attributed to a management style which saw influence as a critical tool for changes to take place. In the case of ‘bureaucracy’, individuals considered that to be a key element in the collaborative and consultative nature of the business.
Another interesting result showing up the disparity between the two cultures was the question concerning entrepreneurial flair. For one organisation, this reflected a high degree of comfort with ‘ownership’ – many of the senior and middle management team had been owners of businesses which had been acquired by the company. Their willingness to take risks was based on that experience. For the other company, risk was seen as difficult and unattractive as the impact on the brand was unknown and potentially dangerous.
If these differences had not been addressed, the potential damage to the integration from a productivity perspective would have been very substantial.
The solutions in this case were fourfold:
1) The diagnostic (which had been conducted to get the above results) was communicated to a very broad audience, from executive board to each workstream. In each case, certain decisions were made around the operational implications of the different approaches. For example, at integration team level, agreement was reached on the level of consultation required for decisions. This was critical because the business needed to respond quickly and efficiently – individuals were asked to place themselves in various categories of ‘need to know’, which forced them to realise the nature of their role in the process of decision making. It also created an environment where ‘doing’ first and asking for forgiveness later was acceptable.
The process of releasing the information was in itself a solution. It provided employees at all levels with a sense of the leadership style going forward, and started to develop some trust.
2) The language used in the diagnostic was put into a corporate directory and distributed widely. For both technical and non-technical terms, there had been increasing levels of confusion about what each party meant when they used certain expressions and this helped to clarify. However, from a cultural perspective, certain terms became very helpful, non-pejorative descriptions of behaviour which employees from both businesses used and understood. At a board meeting a year later, the Finance Director used a couple of expressions directly from the diagnostic to explain certain performance characteristics – the fact that this language had transcended into financial management analysis on his part was very powerful for the organisation.
3) The diagnostic informed the process for developing senior executive long term incentive plans. Previously these plans had been created for a relatively small group of people whose interests were aligned. The process of broadening the schemes to have an impact on a group 3 or 4 times the size of the previous structure reflected a new culture within both businesses – one of personal accountability. Not only that, it also created the need for a more formal collaboration and alignment requirement in the combined business which was very important.
4) Finally, the attitude towards innovation and risk also changed considerably. This followed the successful launch of a new product which generated an exceptional return for the newly merged business. As the positive publicity surrounding this product increased internally and externally, a new found confidence towards developing ideas started to surface, and the perceived risk of entrepreneurial behaviour began to diminish.
To summarise, culture remains the key buzz word around transformation and post merger integration. How it is defined, its impact on successful implementation and on some of the solutions – all these aspects are becoming much more commonplace concepts amongst senior management. Ultimately however, there are still some considerable hurdles to deal with, before organisations see the ultimate value arising from culture-related activities.
The first hurdle is that diagnostic alone (particularly e-based diagnostic which has little human interaction) is interesting in a kind of ‘navel-gazing’ way but it needs more than that to make change happen…self-awareness through someone putting a mirror in front of you is a powerful thing, but there needs to be some clarity about what the future looks like. If you’re interested, you can read more about this in ‘To diagnose or not to diagnose’ on this blog.
The second hurdle is alignment. Part of any business strategy around major change or transformation is the need to include alignment – ask yourself these: how does my reward strategy reflect the performance I need from my senior management; does my induction programme deliver key messages at the start of a person’s employment which are aligned to the overall strategy; do the communication channels in themselves reflect how we, as a business, should be engaging with our employees and customers? Alignment challenges exist right across the board and the more aligned you can be, the greater the level of commitment, productivity and the retention of key staff you will achieve.
Finally, culture change and transformation / integration are about creating role models and myths or legends within the organisation. The power of a story compared with a mission statement is much more compelling, particularly if the story is related to an individual whom people have met or had opportunities to interact with. As an example, I have no doubt that the only things any reader of this blog might remember in a month might be some of the selected stories – and if so, it would be an achievement on my part.
I only wish I was accurate with my investments as with the timing of material in my blog! Below is a link to an article in the FT regarding the potential sale of Roland Berger, a mid sized strategy consultancy to PwC…it raises a bunch of very interesting integration issues…to do with the sale of a business whose only value is in its human capital. Potential value destruction disaster!!
While we’re learning more about Asian style and culture as a result of companies shifting manufacturing and other operations to China and other Asian countries, there’s a big gap in our understanding about the allocation of capital, how Asians make decisions, and how they run their businesses that could turn out to be our undoing. For more than two centuries, capital has traditionally flowed from European countries and the United […]