New Zealand has been running against the tide of late with potential mergers falling by the wayside.
In a nutshell
- The failure to leverage the value of two businesses because of cultural differences is often why mergers fail.
- Companies focus their due diligence on the tangible aspects of the business they are buying or merging with and neglect to apply the same rigour to the intangible element of culture.
- Despite being intangible, we can examine culture through the language that is used within a business.
- To successfully merge cultures a structured framework is needed. It has to be built on core truths about the business and cannot be imposed from above. Employees must feel empowered to have a voice in defining the new culture.
They've either been blocked on the grounds of unfair competition or not getting across the line for other reasons. NZME/Fairfax is one of the most recent, and the dust is still settling on the Sky/Vodafone on/off merger.
Around the rest of the world, mergers are still in fashion, especially in the media and entertainment space. Historically, mergers were fashioned to optimise and leverage physical production resources (manufacturing and factories) whereas now it’s much more about audiences and owning share or attention.
Yet, if we were rational decision makers and calculated gamblers, we’d run a mile at the suggestion of a merger. I challenge you to find a single report that doesn’t quote a number between 60 and 80 as the percentage of mergers that fail – 75 percent seems to be the consensus mean.
Failing is defined in regard to delivering value to shareholders, and in fact, a whopping 30 percent of mergers actually erode the shareholder value of both companies. Innovation stalls or reverses, the operational cost savings are invariably less than expected, and perhaps the most worrying is that customers of both companies suffer.
Looks like NZME and Fairfax dodged a bullet, unless they believe they were in the elite group of one in four that does deliver a success story. As Jeffrey Pfeffer, a professor of organisational behaviour at Stanford Graduate School of Business says: “Mergers go on anyway, even though there’s not much evidence they work out. Everybody believes they are going to be different.”
Not only is there consensus on the low probability of success with mergers, but there is also a high degree of agreement on why they fail. Culture is the culprit. Or more specifically, two cultures, and the failure to leverage the value of two businesses because of cultural differences. It is this failure rate that should make us sit up and acknowledge just how important and unique a company’s culture is. If it were not so, then it would be much easier to merge two companies.
Yet with all this evidence available, companies still focus their due diligence on the tangible aspects of the business they are buying or merging with and neglect to apply the same rigour to the intangible element of culture. And just because culture isn’t an asset on the balance sheet doesn’t mean you can’t do due diligence.
Company culture is an amalgam of its accepted tacit rules, habits, values, customs and norms, and these create a rhythm and cadence that govern behaviour – there is a sense of “it’s the way we are and the way we do things here”. And this is an emotional territory so the rules and behaviour patterns don’t always seem rational. But it is because it is an emotional territory that getting it wrong can be so costly. We are naturally herding creatures, we stand by our tribe, and attempts to disrupt the habits we have learned in the way we work together can feel very threatening.