Reaping the Benefits of Mergers and Acquisitions, In Search of the Golden Fleece

275 Pages·2002·1.42 MB·English

by  John Coffey

Reaping the Benefits of Mergers
and Acquisitions
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Reaping the Benefits
of Mergers and Acquisitions
In Search of the Golden Fleece
John Coffey, Valerie Garrow and Linda Holbeche
OXFORD AUCKLAND BOSTON JOHANNESBURG MELBOURNE NEW DELHI
Butterworth-Heinemann
Linacre House, Jordan Hill, Oxford OX2 8DP
225 Wildwood Avenue, Woburn, MA 01801-2041
A division of Reed Educational and Professional Publishing Ltd
A member of the Reed Elsevier plc group
First published 2002
© Roffey Park Institute 2002
All rights reserved. No part of this publication may be reproduced in
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permission to reproduce any part of this publication should be addressed
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British Library Cataloguing in Publication Data
Coffey, John
Reaping the Benefits of Mergers and Acquisitions: In Search
of the Golden Fleece
1. Consolidation and merger of corporations – Case studies
2. Corporate reorganizations – Case studies
I. Title II. Garrow, Valerie III. Holbeche, Linda
658.1(cid:2)6
ISBN 0 7506 5399 X
For information on all Butterworth-Heinemann
publications visit our website at www.bh.com
Composition by Genesis Typesetting, Rochester, Kent
Printed and bound in Great Britain
Contents
Acknowledgements vii
List of figures ix
Part One 1
1 Mergers and acquisitions – in search of the Golden
Fleece 3
2 The human and organizational aspects of change 29
Part Two 49
3 Starting the search – prospecting and evaluation 51
The Articon-Integralis case study – part I 73
4 Legal aspects of mergers 83
5 Preparing to set sail – transition planning 102
The Articon-Integralis case study – part II 120
6 Designing in the value – integration initiative design 126
7 Delivering the value – transition management 143
The Articon-Integralis case study – part III 158
v
Contents
Part Three 163
8 Communicating with effect 165
9 Retaining staff loyalty 183
10 Creating the new organizational culture 198
11 The role of HR 213
12 The role of line managers in mergers 226
13 Conclusion – reaping the benefits of mergers and
acquisitions 241
Glossary of terms 256
Index 259
vi
Acknowledgements
The authors would like to thank the managers of Articon-
Integralis for their support in producing this book. In particular
the extensive contribution of Martyn Webster, the ex-CFO and the
valuable support of Gunter Fuhrmann, the joint COO and Jenny
Robb, the Corporate Development manager.
Our thanks also go to the other members of the Roffey Park
mergers and acquisitions team, Wendy Hirsh and Marion
Devine, without whose detailed research this book would not
have been possible. Many of the companies mentioned in this
book provided case studies for the original research and we are
grateful for their time and willingness to share their learning.
Thanks are also due to Samantha Allen for her careful checking of
facts and to Bob Green for his helpful suggestions.
For the detailed preparation of the book we have relied on the
efforts of a dedicated team at Roffey Park and in particular
Debbie Beaney, Claire McCartney, as well as the Learning
Resources team. Val Hammond, Chief Executive of Roffey Park,
has kindly supported this project.
Finally many thanks to all the organizations that have given us
permission to use illustrations of tools or processes from their
own experience of mergers and acquisitions.
vii
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Figures
Figure 1.1 Phases of a merger 19
Figure 2.1 Typical emotional waves 35
Figure 3.1 Basis for company valuation 59
Figure 5.1 Transition planning 102
Figure 5.2 Transition plan structure 112
Figure 5.3 Impact matrix 114
Figure 5.4 Transition plan initiatives matrix 116
Figure 6.1 Business building blocks of integration 130
Figure 6.2 Organizational elements 133
Figure 6.3 Change management strategies 134
Figure 7.1 Transition management structure 150
Figure 7.2 Transition project management process 153
Figure 8.1 The communications web 169
Figure 9.1 The employment relationship 189
Figure 10.1 The central role of culture 206
Figure 11.1 The role of HR 214
Figure 11.2 The employment proposition 218
ix