Inarticulate ramblings of a management consultant

the day to day experiences of a consultant operating in weird and wonderful client situations

Tag Archive for ‘Mergers and acquisitions’

When does a shareholder vote become a distraction rather than a real test of governance?

I’m struck by a couple of transactions in the last 6 months which have some unusual characteristics….and absolutely demonstrate the passive nature of both institutional and retail shareholders these days. The one in particular which I want to look at today is SAB Miller / Anheuser Busch. The announcement of the transaction between SAB Miller and Anheuser-Busch INBEV in the form of the public statement issued on 11th November 2015 […]

Continue Reading →

Asian investors -dealing with a new owner?

We are living in a period of reversals….for most of our lives, decisions have been made in the West and implemented (with mixed success) in the East. From outsourcing shared services to the Philippines and South Asia, to banks developing global platforms by buying local and regional businesses across Asia, to the great manufacturing shift to China and more recently to Vietnam, the emphasis on delivery has the remit of […]

Continue Reading →

Show me the value…!

Think about a recent acquisition that you were involved in. Having accessed the business in the post completion period, which of the following assets proved to be more valuable: The physical assets: Intellectual property, technology platform, operating infrastructure, plant and equipment, inventory / working capital, cash in the bank. The employee assets: innovators, R&D experts, operations managers, leaders, customer facing relationship managers, sales people, ‘historians’ (those who understood the context […]

Continue Reading →

The rise and rise of unsolicited bids…

Dealogic reports that there have been 17 unsolicited bids this year, an unprecedented number since 2008 and a record in terms of value of USD 54.9 billion. How it used to work…  In the old days, the intermediaries of investment banks, brokers, corporate financiers were there to assess an appetite and report back on potential conditions which might make an approach attractive.  In the old days, the raising of finance for […]

Continue Reading →

The love affair between Fintech and financial services – unrequited?

Large consulting firms buying / investing in small specialists Telecommunications giants buying / investing in tiny adtech ventures Banks and insurance companies buying / investing in owner managed fintech businesses Once again we are on the crest of a wave of mergers and acquisitions whereby the very large swallow the very small. I’m not at all confident that we won’t have the same result the last time this happened…in the […]

Continue Reading →

Does an org structure tell you anything about influence? Think again…

I’ve posted previously on the futility of the classic organisational structure analysis when it comes to M&A (you’ll find the link here). A good friend and ex-colleague came back to me with an excellent challenge…easy to poke holes in it but what’s the solution? Let me respond and come up with some ideas on how to do this more effectively given the constraints of an M&A process pre announcement, notably:  Limited access to […]

Continue Reading →

Left leg in, left leg out…the M&A hokey-cokey as demonstrated by the story of Valeant and SunEdison

A couple of weeks ago, I wrote about the conditions you might look for as a lead indicator for potentially successful M&A processes (find the article here). This week, the case for the serial acquirer was once again knocked back as the two of the leading proponents for an inorganic growth strategy failed. In SunEdison’s case, filing for bankruptcy whilst for Valeant, the wholesale change of the board and I would […]

Continue Reading →

Strategy and integration – the oil and vinegar of any deal

…no matter how much you vigorously combine them, they eventually separate out again. It’s a nice analogy but why? Why is it so hard to successfully translate strategy into integration? Why do those who lead / create strategy well struggle so badly with integration? Why does a set of activities which by their very nature are iterate, continue to be linear? One of the joys of my work is that I meet […]

Continue Reading →

M&A – bust as an idea or are we starting to differentiate between those who can and those who can’t?

Has the idea of growth through M&A finally been proven to be fundamentally bust or can we start to differentiate between those that are likely to fail and those that might succeed? Are there indicators which you might look for to identify potential success? I’ve been thinking about what might feature in those indicators….here’s my list: Personal track record of complex transformation (ideally in remedial situations) within the leadership and […]

Continue Reading →

Confidence and decision making – the virtuous or vicious cycle of Mergers and Acquisitions

Let me tell you a story about a small professional services business acquisition involving two similar sized businesses operating in related ends of the market. The steering committee for the integration included anyone with a ‘C” in his / her title…the cost from an hourly charge-out rate perspective around the table was considerable as was the intellectual firepower! This was the third meeting of that group and I was somewhat […]

Continue Reading →

Deals that don’t complete – the consequences of being left at the ‘altar’

What happens when the deal you’ve been banking on is pulled  “Investors should worry whenever bosses and bankers succumb to deal-fever, since so many corporate transactions end up destroying value. The latest crop has some of the tell-tale signs of danger: high ego, high price and over-confidence.” You’re probably not surprised to hear that this is a quote from the FT…as relevant today as it was when it was written, […]

Continue Reading →

The rise of China’s serial acquirers – M&A China style appears to be a ‘non-contact’ sport!

According to Dealogic, 102 outbound Chinese transactions have been announced to date worth USD 81.6 billion up from USD 11.2 billion for the same period last year… Some of them have been truly momentous:  Haier’s intention to acquire the GE Appliance business, a business which is steeped in American corporate history. ChemChina’s bid for Syngenta, the sheer size of which is eye popping at USD 48 billion. HNA Group’s bid for […]

Continue Reading →

Where does effective post acquisition integration start? In the boardroom or on the office floor…

One of my reading obsessions for the last couple of years has been the subject of behavioural economics. A key finding (from the psychology arm of the science) is the concept of ‘unconscious bias’;  the idea that despite the contention from a rational perspective that we are not biased, the evidence suggests that we are influenced by colour and race in our decisions and inclinations. There’s a good short video on […]

Continue Reading →

Revenue synergies – the last great hope in the justification of paying too much for too little

The announcement this morning of the acquisition of Baxalta by Shire suggests that the wave of pharmaceutical acquisitions is still ongoing. The current market fluctuation may help others to continue their quest in what is probably the largest sector consolidation we’ve seen in a decade or two. The Shire share price reaction is also interesting…a fall of 8% suggests that investors are increasingly concerned that for this specific deal, and […]

Continue Reading →

2015 and all that

It’s rare to have a ringside view of events on the global stage where the effect on one’s own part of the world is relatively limited. 2015 has been the year of mergers and acquisitions with whole sectors (pharmaceuticals, cement, beer, oil and gas) going through such a radical overhaul that they have indeed truly changed. In the majority of cases, the case for consolidation has largely been driven by […]

Continue Reading →

How would you approach change if employees were given a vote?

A few years ago I was involved in the merger of two UK law firms, one with a focus on London as its main operating base, the other more regional in its operations.  One of the conditions for the deal to go through was 100% approval by the partners. In terms of numbers, we were talking about 124 people. Imagine having a hurdle in a project where, before any implementation […]

Continue Reading →

Acquisition in an emerging market – integrating the ‘ways of working’ – an exercise in futility?

The final instalment of this series of blogs, from the perspective of a mythical CEO of a family owned business being acquired by a multinational corporate. It is based on my experience of deals across Asia and is not specific to one particular transaction. If you’d like to read the previous parts (which may make sense as they’re written in chronological order), you can access them here – Due diligence, […]

Continue Reading →

Transformation constipation – the new malady for corporates engaged in an orgy of transactions

For market observers, the current M&A boom looks disconcertingly like the heady days of 2007 and 2008 in terms of volume and market optimism. The papers and the analysts are full of hope and aspiration as the pharmaceutical, technology and telco sectors indulge in increasingly extravagant claims about cost savings, market consolidation and innovation pipelines….much as they did then when the market knew only one direction of travel. There is, however, one big […]

Continue Reading →

The cost of capital is less than the cost of innovation…a remarkable shift in the world of M&A

http://www.ft.com/cms/s/0/6aad8ebe-e9c0-11e4-b863-00144feab7de.html#axzz3YTZwnnI3 The attached article from the FT provides a good insight into a remarkable change in the levels of activity in M&A, particularly in pharmaceuticals ($468 billion of transactions announced in 2015, an almost unprecedented rise and certainly the most significant increase since before the global financial crisis). A frenzy of activity therefore, some of which may be driven by not wishing to be left out rather than a solid […]

Continue Reading →

The big myth in post acquisition integration

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 […]

Continue Reading →