The Culture Factor in Mergers and Acquisitions

The Culture Factor in Mergers and Acquisitions

Have you ever been a part of a company merger, where your company acquired a competitor or your organization was acquired by another one? If so, you probably experienced the difficulty of such mergers or acquisitions to generate positive value for shareholders, owners, and employees.

A well-quoted 1999 study by KPMG discovered that 83% of mergers failed. The research showed that 17 percent of deals added value to the combined company, 30 percent produced no significant difference in value, and 53 percent actually eroded value.

A recent Harvard Business Review study found that somewhere between 70 and 90 percent of mergers fail today.

The primary – maybe even the exclusive – metric for evaluating the success of mergers and acquisitions is hard dollar/euro gains. Little energy is invested in more human factors like how the merging companies manage talent, or how each company’s talent is rewarded and recognized (including compensation), or how each company sees its present day purpose or “reason for being,” or how each company’s values foundation compares to the other.

When the impact of culture on mergers and acquisitions is studied, the results are hard to ignore. A 2007 Hay Group study (titled “Dangerous Liaisons”) found that only 27 percent of business leaders analyzed the cultural compatibility of the firms to be merged. A shocking 70 percent of senior executives interviewed for this study believe that it was too difficult to obtain intelligence on the corporate culture and human capital of M&A target companies.

The focus of acquisition is typically all about the money. And as the studies above show, most of the time financial gains do not happen as planned or as hoped.

Despite the setbacks over the past fifteen years, mergers and acquisitions are back in vogue. A 2015 KPMG study discovered that the robust economy and low cost of credit – especially in the US – is causing companies to look at M&A’s to grow quickly.

There are many examples of recent mergers that have not gone well – making life difficult for employees as well as for customers of the merged company.

The airline industry has seen its share of mergers over the past five years. Passengers and employees have experienced frustration with systems issues and systems failures at United Airlines (which merged with Continental) and at American Airlines (which merged with US Airways).

When companies merge, how is culture typically addressed? It’s not addressed at all. The lack of proactive culture management is likely a contributing factor to the failure of these mergers to generate real value.

Here’s an example. One company I studied acquired a small organization that had a product line that complemented the acquiring company’s products and services. The new product could be sold alongside the existing product mix to the same customers at the same time. It looked, on paper, to be a logical and beneficial integration.

Fifty employees came to the acquiring company from the small firm. Those employees where highly skilled. They invented the product line that was the attractive component of the acquisition.

Nothing was done to examine the two companies’ human systems for compatibility or alignment. Nothing was formally done to transition the acquired company’s staff into the acquiring company’s systems or culture. The small firm “lost” its culture and systems in the acquisition.

What happened to those fifty skilled players from the small company? A year later, only ten remained with the acquiring company.

The integration of the product line was carefully analyzed, planned, and implemented. The integration of fifty talented players from their small company into the larger one was ignored – with costly results.

Another company I studied entered into a possible acquisition of a successful organization with a complementary product line (sound familiar?). In this case, both companies did their due diligence by examining financial and IT capability – and expanded that due diligence into cultural compatibility, leadership philosophies, and talent management approaches.

The emphasis on the human side of the business is what convinced both parties to move forward with the acquisition. One senior leader told me, “The values match was nearly perfect. Both companies operated according to values and behaviors that were nearly identical. That clinched it for both sides.”

Culture drives everything that happens in organizations, good or bad. How can leaders discover the quality of the operating culture in a company they’re considering for acquisition?

  • Do research. What do leaders of the organization say about their people and their culture? Search for and study posts and articles that help shed light on the company’s purpose, values, culture, and leadership philosophy. Search Glassdoor to learn how employees rate the company’s leadership, compensation, values, and culture. This alone can be eye-opening!
  • Ask questions. In meetings and discussions, ask as many questions about the target company’s operating culture as you do about the market analysis, finances, and pipeline for their products and services. Schedule time with a cross-section of company players – leaders, supervisors, team members – and engage them about the quality of their culture, purpose, values, and such. Your learnings from these activities will help you analyze the degree of alignment between your culture and theirs.

After the acquisition, spend as much time and energy on integration of the players of both organizations as you do on the integration of the systems, products, and services. Invite discussion. Engage people in the process. Adapt the process to increase the effectiveness of your integration efforts.

Paying attention to culture will improve the odds of having a successful, value-generating merger.

Questions to ponder: If you were to describe your company culture in “25 words or less,” how would you characterize it? What do employees have to say about your organization, its culture, its leaders, etc. on today? If your company was about to be acquired, what would you want the acquiring company to know about your operating culture?