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TABLE OF CONTEXT
INTRODUCTION
STRATEGIC MANAGEMENT
ORGANISATIONAL BEHAVIOUR
CONCLUSION
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REFERENCES
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Introduction
A merger (M) can be defined as when two companies combine to share assets
and achieve a mutual objective (Bersanko 2013) while conversely acquisitions
(A) are when the shares of one business is purchased by another (see appendix
A.) The justification of M&As can be due to synergy motives; profits, market
power, tax advantages, risk diversification etc, bargain-buying merger motives;
undervalued shares and eliminating inefficient management, and managerial
motives (which can lead to the principle-agent problem); power, status, prestige
etc1. It can be viewed that the main goal for M&As would be to increase
shareholder value. Accordingly, due to mergers being a form of investment, they
can be evaluated using Net Present Value (NPV) although there are some
complicating factors such as problematic identification of merger benefits.
Studies undertaken across the last decade on M&As show the failure rate being
around 50%, while the amount that failed to achieve merger goals reaching 83%
(Saat & Himmelsbach 2014). It therefore could be expected that M&A activity
would be avoided by senior managers and board of directors, however the trend
of M&As over the past 20 years have shown to be increasing, and in 2014 there
was a 52% increase over the previous 4 year average (see appendix B). This
paradox has drawn interests from different areas of business and economic
theorists. Therefore the focus of this essay will be to evaluate the factors of
success and failure in M&As, with respect to theoretical and empirical evidence,
from the following perspectives; Finance and the Capital Market, Organisational
Behaviour and Strategic Management.
Figure 1: Motives for Mergers Expanded Increasing against
See figure 1 and appendix B for further explanation for motives for Mergers and Acquisitions
Furthermore a
belief
acknowledged today, is only shareholders of the firm being acquired benefit (Hitt
et al 2001). This analysis is echoed by a majority of studies that uncover an
adverse association concerning organizational performance and acquisition
premiums, Hayward and Hambrick (1997) furthers this point of the acquiring
business's shareholders on average losing value following the acquisition by
maintaining that the deficit is usually persistent across the long run, indicated
from share returns (Sirower 1997) & also established from measures of
accounting performances such as the return on equity (Krishnan et al. 2007).
From this assessment, the root source for failure is that in comparison with the
value of the acquired business, the premium paid by the acquiring business is
larger, which even with effective management strategies, doesnt correct this
appraisal miscalculation. This assessment is echoed by Goold, Campbell, and
Alexander (1998) emphasising the overpayment by the acquirer hinders value,
thus it becomes challenging to attain sufficient returns. This mistake is identified
by the capital market that responds by the adjustment of the stock price. For
example, the day after AOLs acquisition of Time Warner was revealed, its share
price declined (see below).
Strategic Management
Strategic management tackles a variety of methods indicative of success that
include changes in market stake, competitive capabilities and performance pre
and post of the M&A (Alam et al. 2014). According to advocators of this
approach, these performance indicators are induced through suitability amongst
the firms, indicating the amount of strategic fit amongst the firms is the crucial
characteristic in determining M&A success/failure (Shelton 1988). This 'strategic
fit' model postulates that there is superior potential to generate value through
Organisational Behaviour
Culture is frequently considered as the basis for cohesion in the organizational
entity (Buono etal. 1985). It is upheld by organizational behaviour academics
that, the absence of thought of the human dynamic throughout the process of
the preparation and execution of the merger, is the primary cause of failure in
M&AS. The role of this issue in success/failure of M&As has produced conflicting
and problematic results4
Figure 6: Areas of difficulty relative to research on the culture-performance
association in M&A
Figure 6 recognises the problematic areas that rationalise the issue of determining a cultureperformance
association (Teerikangas and Very, 2006)
Publicati
Findings
on Year
Datta
1991
Mark
1982
and
Rajagopalan
10
Schoenberg
1996
Stahl,
2004
Kremershof,
and Larsson
Very,
1997
Lubatkin,
Calori and
Veiga
Weber
1996
11
Rockwell (1968)
DiGeorgio (2002)
Gadiesh etal.
(2001)
Epstein (2005)
Steps to a
Rules to follow
successful
merger
Aspects needed to
be completed
1. Aims must be Identify
2. Identify benefits
relative to
shareholders/owners
3. Consider proficiency
and talent of
management
4. Pursue suitable fitting
Significant issues
for deliberation
1st . Validation to
be established:
1st. Strategic
Concept & Fit:
Based on the empirical studies of (Chakrabarti et al. 2009 & Brannen and Peterson 2009 & Weber et al.
2009)
Related to the discussed factors of my discussion of how it is possible for mergers to fail.
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incorporation
realising aims
1. Governance and
direction must be selected
correctly
2. Arranging the
integration group
3. Planning must be
comprehensive consisting
of;
- Strategy for
communication
- Strategy for integration
- Strategy for human
resources
Arrangement and
appraisal of M&A will
be advised with the
accurate planned
validation, which
style of governance
and communication
to implement, and in
what way to
strategise for
integration postmerger.
3rd .
Rapid Coalescing:
Targets must be
clearly set,
accomplishment of
these targets
necessitate dynamic
supervision.
Throughout the
initial phase a
appreciation of
necessity is critical
4th . Clients kept in
the loop:
Groups from both
verges of the deal
have to cooperate
with each other in
order to create a
fresh marketing
proposal
5th .
Visualisation of
the idea:
There is a
requirement of
persuasively sharing
the new firms
concept by
managers, and
stimulate workers in
directing their
dynamisms in the
preferred focus.
Deal:
The manner of funding
for the acquisition and
cost has to not only be
suitable but also
advantageous.
3rd. Appropriate
thoroughness:
Ceremonial
assessment of key
items such as
resources, obligations,
returns, overheads &
valuation of structural
and culture fit.
4th. Pre-Merger
Planning:
Preparation of
important procedures
for integration and
assessments must be
quickly organised and
finalised
5th. Integration PostMerger:
Sensibly combine
procedures that consist
of the HR
management, technical
tasks, and client
relations.
6th. Exterior
influences:
Exterior influences that
harm value of merger
in the long haul are
differentiated against
influences, which
merely harm shorterlived sensitivity
appropriate to
momentary share falls.
6th .
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Management of
three stages of
integration:
1- Setting the
platform, 2Designing the new
firm, 3- Making the
integration
materialise.
Conclusion
The complex nature of M&A has provided an opportunity for detailed theoretical and
empirical work to be carried out. This essays goal was to examine the factors of
success/failure for M&A, relative to 3 different areas of research Economics and Finance,
Organisational Behaviour and Strategic Management. These approaches conclude,
through empirical studies, that several M&As are depicted by the absence of preparation
(Honore and Maheia 2003), limited synergies (Chatterjee 2007) differences in the
management/organizational culture (DiGeorgio 2002), overpayment (Haransky 1999),
and difficulties in the implementation of strategy (Gadiesh et al. 2001). The findings
throughout this essay is able to demonstrate theoretically, and evidence being provided
through empirical studies, how relative to M&As, corporate restructuring is as likely to be
a failure as a success.
References
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