By popular demand (from the exclusive few that appear to read this blog), this is part 3 of a series based on the experience on a fictional CEO in an emerging market going through an acquisition by a multinational corporate. If you’ve wondered onto this blog by accident, firstly, my sympathies and secondly, it may make some sense to read them in the order that they’ve been written. The link […]
Last week I explored the challenges of doing diligence on a fictitious family owned business based in Indonesia, from the perspective of the CEO (the link is here if you missed it). This week, let’s have a playful look at the next stage in the process…the management interviews, again from the perspective of the CEO of the business being acquired. This is the accumulation of a number of my experiences […]
This is part 3 of a blog on the issue of culture in M&A. Here are the links to part 1 and part 2. 10 years ago I worked on the integration of Boots and Alliance Unichem in the UK. It was a ground breaking deal in many ways: The largest private equity backed transaction / delisting at the time, around USD5.3 billion. The buyer, Alliance Unichem, was unknown in […]
Anyone who has spent any time managing a post acquisition integration will recognise that culture is a, and in many cases, the critical factor which can determine success or failure. This is not something new…and yet it still comes as a surprise for many acquirers. Despite this widespread knowledge, much confusion still reigns around what cultural dimensions to consider, how to find them and measure them, and then most importantly, […]
Many of you will have read Daniel Kahneman’s excellent book, ‘Thinking Fast and Slow’ (attached link for a TED summary), or perhaps some of the other behavioural economics books such as ‘Nudge’ by Cass Sunstein and Richard Thaler. Some of you will also have read ‘The Social Animal’ by David Brooks. Perhaps you will also be aware of Rory Sutherland and his superb TED talks (see attached for my favourite) […]
The flow of transactions has been noted in this blog and throughout the financial press. In addition, the FT led an article earlier this week noting the volume of hostile deals (US appetite for hostile takeovers hits post-crisis high) as the M&A market heats up. I want to address in this some of the key challenges that distinguish hostile from friendly transactions. From my perspective, they fall broadly into 4 […]
Fascinating times in the mergers and acquisitions market place with the number and size of the transactions unprecedented since 2007…a remarkable turnaround. What is most interesting is that for the first time in a while, the objective external observer can compare and contrast two very different types of buyers: The corporate European and American buyer whose motivation to do deals has been driven by the following factors: An unprecedented (at least […]
If there’s one consistent message that I’ve heard over the last 15 years of doing post acquisition integration, it’s this: Big deals are more difficult to integrate than small ones Whether it’s the investment bankers / accountants / lawyers / consultants or Heads of Corporate Strategy, this message is probably the one thing that everyone agrees on. Complexity is directly correlated with size…for the following reasons: More people requiring more effort […]
Last week I wrote about the interesting interaction between these three dimensions as three different strategies for implementing change. This week I want to write one particular model of implementation, which I’ve called the ‘Practice makes perfect’ model. As you may remember, the traditional method (in a Western context) looks like this: Let’s now think about some variations on this theme, and in particular what to do when you come across a […]
Many of you will already be aware of my focus on culture in M&A and it seems that it’s becoming more mainstream to talk about these matters.. Note the recent commentary in the FT on Holcim and Lafarge which tries to downplay the cultural dimensions…perhaps part of the problem is a blind acceptance in the media around business case as opposed to delivery capability! http://www.ft.com/cms/s/3/d1cc9938-cbec-11e4-beca-00144feab7de.html#axzz3UcoE3fgH The article below is a […]
I’m working with a client on a transaction in one of the larger markets in Asia. As often happens, the chance to work with some highly motivated and able individuals leads to some new ideas. Whilst in a team meeting, this model came to my mind and I wanted to share it with you. The challenge for any organisation in an acquisition is to understand what the triggers / levers […]
I’ve always thought about transactions as being quite different complex transformations from the ‘business as usual’ activities. There’s been a train of thought for a number of years which looks to create separate governance, resources, processes and methodology in post-acquisition integration. This is based on the requirement for different skill sets and the potential for distraction from the ongoing business. As we enter a period of increased M&A activity again, […]
I’m working on a couple of integration projects at the moment in various parts of Asia and, as often happens when you’re immersed in something, a sudden moment of clarity arises which is worth capturing and sharing. One of the challenges for an aspiring CEO and his / her integration director is a recognition that M&A is not like some kind of military battle or occupation! Thinking of M&A in […]
It’s rare to see a connection between the world of performing arts and the world of programme and project management….until you start to look at people’s non work based cvs. At that point, you start to see an incredible richness of experience, talent and focus dedicated towards the arts. So the question for me is, are there some aspects of the performing arts which help develop or naturally lend themselves to the […]
I have spent the last few days at the Symex Conference in Palembang, Sumatra, speaking and listening to a bunch of bright, articulate and challenging speakers. It has lead me to a conclusion about a significant challenge that corporates around the world face over the next few years….a convergence of issues or perfect storm which have the potential to change the corporate landscape as we know it. Let me set […]
Whenever we talk about culture, it’s almost always in macro economic terms…regions, nations, industries, functional areas all seem to be easily (if often wrongly!) defined by specific and identifiable cultural traits. These traits enable us to ascribe labels to groups of people which may be relevant in terms of description but in terms of achieving any kind of change add to the confusion rather reduce it. In my opinion, the […]
This morning, as I sit on yet another flight, this time from Singapore to Hong Kong, it’s ever more apparent to me that far from video conferencing and other forms of communication taking the place of international travel, planes are fuller than ever with business travellers flying short distances for a schedule of meetings, which from my own straw poll over the past 18 months, are mostly internal to their […]
I’m working on a couple of transactions at the moment and was reminded recently again of the critical role that an exiting CEO can play in smoothing the path of a deal, often at its most important phase, in the post merger integration. For those of you who have been involved in M&A, you will recognise the quintessential challenge which an acquirer faces in dealing with this individual. The facts are relatively straightforward:
Accepting this as the status quo is in my opinion a mistake, particularly in cases where the CEO concerned has played a key role in the development of the business, leading to its sale and continues to be valued by the employee base. He is likely to have been involved in the hiring, mentoring, and career development of key people, notably his / her direct reports, who will be important in the integration process. He / she will have had an impact on the culture of the organisation in the way that decisions are made, where autonomy sits in the corporate hierarchy, what level of risk appetite exists and perhaps in the flow of information around the business. He / she will have had a role to play in the informal organisational structure, where the key influencers sit and how they interact. Now, without doubt, having him / her around can be more than awkward for the incoming CEO. There is the potential for a disruptive influence, for a lack of clarity around who the ultimate decision maker is, perhaps even for the creation of some kind of corporate terrorist who will actively undermine the new direction of the business. There is also the possibility that he / she does not want to be involved in the next stage of the company’s development. Clearly these are all unacceptable and need to be dealt with quickly. However, let me create an alternative scenario. Let’s consider the role that this person could play given their unusual position in the merging organisation and with the appropriate good will:
And in return for these important actions, a compensation structure which is firmly linked to some initial KPIs around key employee and customer novation / retention, effectiveness of communication flows, and perhaps stability of revenue / cost post completion. I read in the FT and indeed many of my colleagues are suggesting that there is an upturn again in the deal volume being experienced. Having spent 14 years consulting in this arena, it would be great if we could finally move away from the cycle of value destruction and find some new solutions to an old problem. Using the insight, relationships and knowledge of an exiting CEO might be a small step in the right direction.
Inarticulate ramblings of a management consultant 