A Comprehensive Guide to Mergers & Acquisitions: Managing the Critical Success Factors Across Every Stage of the M&A Process

A Comprehensive Guide to Mergers & Acquisitions: Managing the Critical Success Factors Across Every Stage of the M&A Process

By: Christina Oberg (author), Shlomo Yedidia Tarba (author), Yaakov Weber (author)Hardback

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Description

Leverage today's most complete and practical framework for driving superior business value from mergers and acquisitions -- both domestic and international. A Comprehensive Guide to Mergers and Acquisitions Management focuses on critical success factors across every stage of the process, including planning, screening, negotiation, due diligence, transition management structures, post-merger integration, leadership and trust, cultural integration, HR practices, control, monitoring, and more. Authored by Yaakov Weber, an international expert in M&A management, strategic alliances, and strategic management, this book's uniquely interdisciplinary approach fully addresses both operational and cultural requirements, supporting participants in every role. Replete with recent examples and cases, it pays special attention to crucial strategic and behavioral linkages between pre- and post-merger stages, explaining why they are so important and how they can be managed to create maximum value. Throughout, Weber provides practical tools, tables, and figures that can help M&A implementers ensure best performance and achieve success where others have failed. As just one example, he provides proven instruments for analyzing cultural differences and the potential for synergy, and translating that potential into reality. For multiple audiences, including board members and top executives who must evaluate the strategic and financial issues associated with M investment bankers, VCs, and other investors who must screen and select acquisitions; managers who must execute business combinations; consultants in strategy, HR, culture, and other areas; and faculty and students in executive education, MBA, and BA-level business programs.

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About Author

Yaakov Weber, Ph.D. is a professor of management at the School of Business Administration, College of Management, Rishon Lezion, Israel, and president of the strategic management consulting firm Strategy, Implementation, Results. He has practiced as a strategic management consultant for more than 25 years and has assisted executives of numerous companies in successfully managing various stages of domestic and international mergers and acquisitions, including planning, negotiation, and integration. He lectures at various universities in the United States, Western and Eastern Europe, and China, in graduate schools of business administration as well as executive programs. He has conducted numerous workshops to top executives in many countries. Dr. Weber's studies have been published in top international academic and practitioner journals, and his papers have received more than 2,000 citations in leading journals and books. He is the winner of the 2010 Outstanding Author Contribution Award. Professor Weber is co-founder and co-president of the EuroMed Research Business Institute (www.emrbi.com), the EuroMed Academy of Business, and the EuroMed Research Centre. EMRBI performs a variety of international academic and business activities (conferences, business research, teaching, training programs, and so on) that involve businesses and consultants in, and related to, the EuroMed region. Shlomo Y. Tarba, Ph.D. is a lecturer in Strategic Management and Global Strategic Partnerships at the Management School, The University of Sheffield, UK. He received his Ph.D. from Ben-Gurion University and master's degree in biotechnology at the Hebrew University of Jerusalem, Israel. His research papers has been published in journals such as Academy of Management Perspectives, International Studies of Management & Organization, Thunderbird International Business Review, International Journal of Cross- Cultural Management, Human Resource Management Review, Advances in Mergers and Acquisitions, and others. Dr. Tarba has served as a guest editor for the special issues on Strategic Agility at California Management Review; Organizational Ambidexterity at Human Resource Management; Maturing Born-Global Knowledge Intensive Firms at Management International Review; Emotions, Culture, and Stress in the Interorganizational Encounters at International Business Review; and others. He was granted the 2010 Outstanding Author Contribution Award by Emerald Publishing. His consulting experience includes biotechnological and telecom companies, as well as industry associations such as The Israeli Rubber and Plastic Industry Association and The U.S.-Israel Chamber of Commerce. Christina Oberg, Ph.D. is an associate professor at the Department of Industrial Management and Logistics, Lund University. She currently conducts research at the Centre for Innovation and Service Research, University of Exeter. She received her Ph.D. in industrial marketing from Linkoping University. She has an industry background in which she held such positions as financial manager and head accountant. Her research interests include mergers and acquisitions, brands and identities, customer relationships, and innovation management. She has previously been published in journals such as Journal of Business Research, Construction Management and Economics, International Journal of Innovation Management, European Journal of Marketing, The Service Industries Journal, Journal of Business-to-Business Marketing, Scandinavian Journal of Management, Thunderbird International Business Review, and Industrial Marketing Management.

Contents

Preface xvi Part I Value Creation Model for Mergers and Acquisitions 1 Chapter 1 The M&A Paradox: Factors of Success and Failure in Mergers and Acquisitions 3 Finance and the Capital Market 5 Strategic Management 7 Organizational Behavior 9 References 11 Chapter 2 An Integrated Model for Value Creation in Mergers and Acquisitions 13 Overview 13 Different Disciplines, Different Stages, No Interrelationships 14 An Integrated Model for Value Creation in M&A 17 Stage I: Planning and Strategic Management 18 1 Strategic Management, Goals, and M&A Strategy 18 2 Searching, Screening, and Selection 19 3 Financial and Strategic Estimate, Including Synergy Analysis and Corporate Culture Differences 19 4 Integration Planning 20 Stage II: Negotiation, Due Diligence, and Agreement 20 1 The Negotiation Processes 20 2 Assessment of Due Diligence 21 Stage III: Integrating the Organizations 22 1 Approaches to Integration, Cultural Differences, and Human Capital Integration 22 2 Leadership and Integration Infrastructure 23 3 Stress and Tension 23 4 Communication Strategy 24 5 Cultural Assessment and Cultural Integration 24 6 Integration Approaches 25 7 Evaluation, Control, and Feedback 26 Conclusion 26 References 27 Chapter 3 Strategic Motives and Considerations 29 Introduction 29 Strategic Motives for an M&A 29 Synergy 30 Market Power 31 Diversification 31 Financial and Tax Issues 32 Valuation Ratio 32 Agency Theory 32 The Strategic Management of M&As as Part of Corporate and Competitive Strategies 33 References 36 Chapter 4 M&A Strategic Decisions .37 Decision 1: Should the M&A be Part of the Current Strategy? 37 Decision 2: Choice of the Appropriate Partner for the M&A: Strategic Fit and Post-Merger Integration (PMI) 40 Diversification: Two Main Types of M&As 41 Entering into a New Industry 41 Unrelated Diversification: New Business 42 Related Diversification 43 Joint Ventures 47 Strategic Outsourcing 48 Reference 49 Part II Analysis Tools for Key Success Factors 51 Chapter 5 Synergy Potential and Realization 53 Introduction 53 Sources of Synergies 53 Sharing Resources 54 Knowledge, Skills, and Capabilities Transfer 54 Types of Knowledge 55 Knowledge Transfer Process 56 Issues of Knowledge Transfer 57 Enable Knowledge Transfer 58 Knowledge Transfer in Technology and Innovation-Intensive Acquisitions 59 Knowledge Transfer of General Management Skills and Capabilities 60 Other Benefits of the M&A 60 Analysis of Synergy Potential 61 Horizontal Mergers 61 Vertical Integration 62 Saving on Expenses 63 Assurance of Supply or Demand 64 Improvement of Competitive Advantage 64 Disadvantages of Vertical Integration 65 References 68 Chapter 6 Culture and Cultural Differences Analysis 69 Introduction 69 The Importance and Advantages of Evaluation and Measurement of Differences of Management Culture 70 What Is Organizational Culture? 71 Dimensions of Organizational Culture 72 1 Approach to Innovation and Activity 73 2 Approach to Risk-Taking 73 3 Lateral Interdependence: Horizontal Relationship 73 4 Top Management Contact: Vertical-Hierarchical Contact 74 5 Autonomy and Decision Making 74 6 Approach to Performances 74 7 Approach to Rewards 75 Measurement and Evaluation of Cultural Differences 76 Using Cultural Differences Analysis in All M&A Stages 79 Conclusion 81 References 81 Chapter 7 Searching, Screening, and Selection of M&A Alternatives 83 The Process of Search and Identification 83 Establishment of a Business Development Unit 84 Determination of Criteria for the Search and Screening 86 Determination of Search Strategy 92 Independent Search Plan 92 Search through Agents 93 Approaching the Target Company 94 Friendly Approach 95 Making-the-Most-of-the-Opportunity Approach 95 Hostile Approach 95 References 97 Part III Negotiation 99 Chapter 8 Selection of Target and Negotiation Process 101 Choice of Partner 102 Sources of Information 105 Evaluation of the Target 107 Price Valuation 109 Negotiation 110 References 123 Chapter 9 Extended Due Diligence Examination and Summative Evaluation for M&As 127 The Process and Goals of Due Diligence 127 Extension of the Due Diligence Examination 128 Topics for the Examination of Due Diligence 129 Legal Topics 130 Business and Operational Topics 132 Due Diligence Examination of Organizational Culture 136 Evaluations Regarding Synergy Potential and Realization 137 Chapter 10 Agreements 141 Letter of Intention (LOI) or Memorandum of Understanding (MOU) 141 The Acquisition Agreement 145 How to Be Helped by Lawyers 147 Part IV Post-Merger Integration and Implementation 149 Chapter 11 Management of Culture Clash 151 Culture Clash Evolution and Stages 151 I Perceived Differences 152 II Magnified Differences 152 III Stereotypes 153 IV Putdowns 153 Managing the Culture Clash 153 Planning Stage 153 Negotiation Stage 154 PMI Stage 154 References 156 Chapter 12 Communication 157 Introduction 157 Communications with All Stakeholders 157 Communicating with External Parties 158 Communicating with Internal Parties 160 Managing Communication 163 Methods and Channels of Communication 165 References 166 Chapter 13 Integration Approaches 167 Introduction 167 Integration and Culture Clash 167 Trade-Off Between Integration and Synergy Exploitation 168 Cultural Differences and Levels of Integration 169 M&A Performance and Integration Approaches 170 A Framework for Integration Approach Choice 172 References 174 Chapter 14 Human Capital Issues and Practices 177 The Human Factor 177 The Effects of Cultural Differences and Level of Integration on Behavior in an M&A 178 Culture Clash Effects on Behavior 178 Level of Integration Effects on Behavior 179 Nature of Contact 180 HR Issues, Implications, and Actions at M&A Stages 181 Planning Stage 182 Negotiation Stage 183 Implementation Stage 184 HR Practices 185 Training 186 References 187 Chapter 15 M&A Leadership 189 Introduction 189 Leadership Challenges During an M&A 189 The Roles and Skills of Leadership in an M&A 190 Leadership Teams 191 Leadership Skills 192 References 198 Chapter 16 Trust Formation and Change in M&A 201 Introduction 201 Trust in the M&A 201 The Nature of Trust 202 Prior Relationships 203 Negotiation Process 204 Partner Abilities and Competencies 204 Cultural Differences 204 Leadership 204 Process Dynamic and Learning 205 Communication 205 Autonomy Removal 206 Perceived Benefits 206 Consequences of the M&A and Trust 206 References 207 Index 209

Product Details

  • publication date: 19/12/2013
  • ISBN13: 9780133014150
  • Format: Hardback
  • Number Of Pages: 240
  • ID: 9780133014150
  • weight: 524
  • ISBN10: 0133014150

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