Deals in mergers and acquisitions (M&A) involving technology companies — a growing trend — according to some estimates, the number from 2011 to 2015 increased by 50%, says the founder of the training program “Energy HR” Anastasia Mizitova. All well-known companies, not normally associated with high technology, buying technostarter. For example, General Motors by merging with Cruise Automation Strobe and tries to become a leader in the field of unmanned vehicles, and Walmart wants not only to sell goods, but to create a fundamentally new format digital market space through the acquisition of companies such as Jet.com, Bonobos, Modcloth.
In the case of the proposed transaction, the savings Bank will be able to get access to the markets of technology, health, education, and media and entertainment, experts say. Could be new opportunities for synergies, for example, extension joint venture, the Yandex–Market to the format of a full financial ecosystem, says Pavel Bezruchko, managing partner of ECOPSY Consulting. In his opinion, the merger will increase the scale of the task is one of the main motivators and factors of attracting talented people. And their presence is a key success factor in a highly competitive industry-Finance. It is important to understand not only the opportunities but also the risks of such transactions, one of the main is the risk that integration of radically different corporate cultures, warns Mizitova.
The rejection of transformation
In the history of world M&A have several interesting examples. For example, when the conglomerate The Walt Disney Company bought Pixar, he hoped to overcome the creative and production crisis with the help of a young Studio. At Disney have not been successful projects, and technology in Pixar animation clearly ahead of them. The young Studio was another problem — the company is not profitable. Surprisingly, key employees ed Catmull and John Lasseter began his career at Disney. Catmull left after the Studio did not accept his program for 3D animation, explaining that between computers and animation have nothing in common. And animator John Lasseter was fired for being too daring views on the future of animation. When the public learned about a possible deal, many were confident that the conglomerate will destroy the basic corporate principle Pixar — unrestricted communication “no posts” — and with it the individual style of the young Studio.
Perhaps things would have been so, if the head remained Disney’s Michael Eisner. He first decided to buy the startup animation and even negotiated a deal with its owner Steve jobs. Eisner suggested to invest in creating the animated feature by Pixar to receive the right to distribute. As well as hoping to get a license and technology Studio. Jobs agreed only on the first part of the transaction. After the resounding success of the joint of the animated feature “toy Story”, the head of Disney was horrified to realize that his own hands created a great competitor. Relationship Eisner award and jobs has deteriorated. Following the head of the company Bob iger was able to turn a competitor into an ally, but unlike his predecessor, he was not going to fight with Pixar, and decided in some sense to help. Iger promised jobs that after the acquisition will retain the spirit and values of his company.
This transaction had a favorable impact on both the participating companies due to the fact that the buyer refused the transformation. The startup has retained key employees — flexible media culture and reserved the freedom of action.
The share purchase does not always mean an active involvement in operational activities. The key question is whether there will be in the case of transactions at the helm of the team Arkady Volozh himself, said Olga sabinina, partner Kontakt (InterSearch Russia). The most important thing in the corporate culture of “Yandex” — not hammocks and the ability to go to work in shorts, and bright and engaged leaders. They are independent — not willing to sit for hours in the waiting room, not ready to do projects that don’t believe, says sabinina. With their departure, the company may leave many key employees.
In this regard, illustrative example of the absorption of the Microsoft social network LinkedIn, says senior consultant, head of Moscow office TheXecutives Michael Torchinsky. The company did not “solder” team, left the office LinkedIn on the old site, and Microsoft is minimum interfere in the daily work of the absorbed company. Prior to this, Microsoft has conducted several mergers and acquisitions that did not fully meet expectation. In 2011, the company acquired Skype for $8.5 billion, then the VoIP service began to develop very slowly, frustrated users, technical failures and used opportunities for active growth, while the other messengers were actively captured the market. Three years later the company made another unsuccessful purchase — acquired Nokia for 5.4 billion euros. Today, most mobile Nokia business closed, and many employees fired. A social network for corporate customers after the integration of Yammer with Microsoft in General disappeared from sight. Was at Microsoft and a successful acquisition — for example, buying the Swedish company Mojang, which makes Minecraft. But on the background of previous failures, in what is the deal with LinkedIn will have a positive effect, few believed. The General Director of LinkedIn Jeff Weiner in a letter to his staff expressed two main concerns about the fate of the company: the merger may not produce the desired results and may hurt both parties. He brought such sad statistics: about 70-90% of M&A deals do not help the parties to obtain the benefits to which they rely on the stage of the negotiations.
The fact that Sberbank is a state Corporation, does not mean that the company is, by definition, ineffective or inert culture, said the partner of Russian office of Spencer Stuart Tatiana Chernysheva. As well as belonging to “Yandex” to technology is not a guarantee of speed, flexibility and lack of bureaucracy. The leadership of the Sberbank quite pragmatic, in the event of a transaction, not to destroy a system that works well, says Bezruchko.
Of course, many examples where a merger of the culture of one company absorbs or suppresses the other. “One of the Federal mobile operator is actively buying startups whose products may be of interest to his clients. But instead to develop, startups wither,” recalls sabinina. Their stifled by corporate bureaucracy, too long decision cycle, the unwillingness of the company to risk. It is important to understand that for success to learn and change should both parties — in this case the buyer is particularly difficult, says Mizitova.
When Facebook bought Instagram, many considered the deal a success. Mark Zuckerberg promised to let Instagram keep its brand and top management, the company will develop independently from the largest social network in the world. Jeff Weiner cited this deal as an example in his letter to the subordinates. In September of this year, the founders of Instagram Kevin Systrom and Mike Krieger announced his departure from the company. The reason is disagreement with the head of Facebook. According to Mizitova, success is guaranteed only in the case if integration leads a strong leader, capable of rapidly and positively affect the atmosphere in both companies involved in the transaction.
Culture is a subtle tool of control and to influence it it is possible only from the inside and eventually convinced Chernyshev. To keep the key team of the acquired company, according to Sabinin, will help competent restructurings: start-UPS are allocated in a separate structure — the corporate sandbox, in which you can create a more free environment, required to develop new products. This can also be done at the expense of a well tuned long-term incentive program (LTI), said Torchinsky. This must be done in the first place.