BEC中級真題閱讀精講:第3輯T4P3 實現成功的合并

Achieving a successful merger

However attractive the figures may look on paper, in the long run the success or failure of a merger depends on the human factor. When the agreement has been signed and the accountants have departed, the real problems may only just be beginning.If there is a culture clash between the two companies in the way their people work, then all the efforts of the financiers and lawyers to strike a deal may have been in vain.

According to Chris Bolton of KS Management Consultants, 70% of mergers fail to live up to their promise of shareholder value, riot through any failure in economic terms but because the integration of people is unsuccessful.Corporates, he explains, concentrate their efforts before a merger on legal, technical and financial matters. They employ a range of experts to obtain the most favourable contract possible. But even at these early stages, people issues must be taken into consideration. The strengths and weaknesses of both organisations should be assessed and, if it is a merger of equals, then careful thought should be given to which personnel, from which side, should take on the key roles.

This was the issue in 2001 when the proposed merger between two pharmaceutical companies promised to create one of the largest players in the industry. For both companies the merger was intended to reverse falling market share and shareholder value. However, although the companies skill bases were compatible,the chief executives of the two companies could not agree which of them was to head up the new organisation. This illustrates the need to compromise if a merger is to take place.

But even in mergers that do go ahead, there can be culture clashes. One way to avoid this is to work with focus groups to see how employees view the existing culture of their organisation. In one example, where two global organisations in the food sector were planning to merge, focus groups discovered that the companies displayed very different profiles. One was sales-focused, knew exactly what it wanted to achieve and pushed initiatives through. The other got involved in lengthy discussions, trying out options methodically and making contingency plans. The first responded quickly to changes in the marketplace; the second took longer, but the option it eventually chose was usually the correct one. Neither companys approach would have worked for the other.

The answer is not to adopt one companys approach, or even to try to incorporate every aspect of both organisations, but to create a totally new culture.This means taking the best from both sides and making a new organisation that everyone can accept.Or almost everyone. Inevitably there will be those who cannot adapt to a different culture. Research into the impact of mergers has found that companies with differing management styles are the ones that need to work hardest at creating a new culture.

Another tool that can help to get the right cultural mix is intercultural analysis. This involves carrying out research that looks at the culture of a company and the business culture of the country in which it is based. It identifies how people, money and time are managed in a company, and investigates the business customs of the country andhow its politics, economics and history impact on the way business is done.

Achieving a successful merger

However attractive the figures may look on paper, in the long run the success or failure of a merger depends on the human factor. When the agreement has been signed and the accountants have departed, the real problems may only just be beginning.If there is a culture clash between the two companies in the way their people work, then all the efforts of the financiers and lawyers to strike a deal may have been in vain.

According to Chris Bolton of KS Management Consultants, 70% of mergers fail to live up to their promise of shareholder value, riot through any failure in economic terms but because the integration of people is unsuccessful.Corporates, he explains, concentrate their efforts before a merger on legal, technical and financial matters. They employ a range of experts to obtain the most favourable contract possible. But even at these early stages, people issues must be taken into consideration. The strengths and weaknesses of both organisations should be assessed and, if it is a merger of equals, then careful thought should be given to which personnel, from which side, should take on the key roles.

This was the issue in 2001 when the proposed merger between two pharmaceutical companies promised to create one of the largest players in the industry. For both companies the merger was intended to reverse falling market share and shareholder value. However, although the companies skill bases were compatible,the chief executives of the two companies could not agree which of them was to head up the new organisation. This illustrates the need to compromise if a merger is to take place.

But even in mergers that do go ahead, there can be culture clashes. One way to avoid this is to work with focus groups to see how employees view the existing culture of their organisation. In one example, where two global organisations in the food sector were planning to merge, focus groups discovered that the companies displayed very different profiles. One was sales-focused, knew exactly what it wanted to achieve and pushed initiatives through. The other got involved in lengthy discussions, trying out options methodically and making contingency plans. The first responded quickly to changes in the marketplace; the second took longer, but the option it eventually chose was usually the correct one. Neither companys approach would have worked for the other.

The answer is not to adopt one companys approach, or even to try to incorporate every aspect of both organisations, but to create a totally new culture.This means taking the best from both sides and making a new organisation that everyone can accept.Or almost everyone. Inevitably there will be those who cannot adapt to a different culture. Research into the impact of mergers has found that companies with differing management styles are the ones that need to work hardest at creating a new culture.

Another tool that can help to get the right cultural mix is intercultural analysis. This involves carrying out research that looks at the culture of a company and the business culture of the country in which it is based. It identifies how people, money and time are managed in a company, and investigates the business customs of the country andhow its politics, economics and history impact on the way business is done.