M&A: Understanding Reasons for Failure and Preparation for Success
Kenneth A. Polcyn, Ph.D.
Senior Consultant
©2005, Deva Industries, Inc.
Why do M&As fail to
achieve goals of growth and contributing to the bottom line? Over several years
Right Management Consulting, Inc. (RMC) studied 179 small to mid sized, and
KPMG 700 large companies undertaking M&As. To summarize some results, they
found several common interrelated management reasons. One was that key acquired
company management left early in the integration process; sometimes a reason
for the departures was paying too much up front. Moreover, there was a lack of
true integration with failure to eliminate redundancies or institute common
systems, for example, in finance, accounting or purchasing, along with
supportive policies and procedures. Another was the assignment of acquired
staff to inappropriate work. Then there was overall poor management of
employees caused by poor communication between managers and management and
staff. Related was management denial or inattention to key workforce issues
leading to lower individual performance and overall productivity. Of course all
of this led to more personnel leaving. Lastly, ignoring the ‘cultural fit’
tended to further doom some marriages. When cultures were not compatible a
‘cultural clash’ sometimes occurred as they competed for dominance diverting
attention and resources from intended business.
Given the above, RMC, KPMG
plus others recommend doing your homework before making an M&A commitment.
Initially a comprehensive due diligence should be executed to ensure, for
example, a cultural, talent, finance and product/service compatibility base on
which to create a viable vision of M&A transactions that are desirable and
doable. Once a decision is made to move forward, a realistic and viable
financial reward structure is needed for all stake holders, buyers and sellers.
When accepted an M&A Manager with power to make decisions, and an
integration team, should be selected and trained; and a plan created with roles
and responsibilities clearly defined to make it happen. Afterward, the staff of
these companies should be informed of their role, providing as much information
as soon as possible, with timely updates as changes occur. Relative to the
latter, make sure communications are received and understood. Further, true
integration should have a long-term view, showing progress toward an evolving
‘new’ company for employees. Thus successes at each step along the way should
be communicated to everyone to build confidence in their contribution to
company integration success and benefit for clients, employees and other
stakeholders.
In the end we come back to
leadership. The behavior of acquiring company leadership, including the CEO,
M&A Managers and others, set the tone for M&A success or failure. Ego
is hidden in the best-intended companies; ego is a player that at times blurs
M&A reality and success. The superiority attitude and behavior of the
acquiring company personnel can belittle those being acquired. Think team. An
M&A is for the benefit of all players!