“Our
book will be of considerable interest to corporate executives and directors,
who will likely be involved in M&As during their careers,” share the
authors of the new book, The M&A Failure Trap: Why Most Mergers and
Acquisitions Fail And How The Few Succeed.
They
add, the book is also essential reading for:
- Investors
and shareholders asked to vote on merger proposals. - Investors
who are considering investment in the acquiring company. - Business
professionals in general. - Economists.
- Business
school and university instructors. - Students
of business and economics interested in business restructuring and acquisition.
And
I contend, it is revealing reading for anyone interested in one of the most
important and consequential economic events – business acquisitions.
The M&A Failure
Trap serves as the very blueprint to help top-level management
and interested parties make better choices about their organization, avoiding
the pitfalls that have led many companies to ruin.
Another
reason to learn more about acquisitions – the good, the bad and the ugly – is
because as the authors, Baruch Lev and Feng Gu explain, according
to new original research of over 40,000 real-life, around the world acquisitions
spanning 40-plus years, a staggering 70-75% of M&A deals
fail to meet expectations, and this failure rate is still rising.
Lev and Gu, a team of distinguished
accounting and finance scholars, deliver a startlingly insightful discussion of
corporate acquisitions and they uncover the major reasons for merger success
and failure.
They explain what to consider before deciding
to acquire. When to consider internal development in lieu of acquiring. And
when is the best time to make an acquisition.
Most important, to help executives put
research into action, the authors created a 40-variable Acquisition
Success Model, aimed at identifying the drivers of merger success and
failure. They then condense this large model to an easy-to-use 10-factor Scorecard
designed to predict the likelihood of a prospective merger success.
Be
sure to also pay particular attention to Chapter 8, where the authors explore integration,
the Achille’s heal of M&As. In that Chapter they share the eight major
challenges to successful acquisition integrations and explain why they are
challenges:
- The target (company being acquired) is a foreign entity (a cross-border acquisition).
- The target's products are “potentially related” to the buyer.
- A nontech company acquires a tech company.
- The target's founders continue to manage it after acquisition.
- Overly optimistic, pre-acquisition promises of “synergy” are made.
- The target has been poorly performing with outdated technology.
- A successful integration is expensive and time-consuming.
- Large targets pose significant integration challenges.
Finally,
Lev and Gu offer the following advice for helping to ensure a more successful
acquisition experience:
- Compensate
executives not on acquisitions per se, but on successful acquisitions. - Explore
alternatives (e.g., internal development of patents or customer base), joint
ventures/partnerships, and reorganizations, before rushing to acquire. - Avoid
the “wisdom of the crowds,” like buying in a recession, or purchasing when all
your competitors do. These, as we show, are recipes for disasters. - Avoid
large targets, large debt financing, and high acquisition premia. These doom
acquisitions. - Don’t
overpromise unrealistic synergies (cost savings), illusory growth targets, and
share-price rises. They will bite you later. - Conduct
a thorough, objective target search and due diligence. These will prevent
unpleasant surprises at the integration phase.
___
Lev is a professor emeritus at NYU Stern School of Business, where he has
taught and conducted research on mergers and acquisitions for decades. He
worked formerly at UC Berkeley and the University of Chicago. His work has been
widely cited in academic and professional circles (over 63,000 Google Scholar
citations), and he is a leading authority on corporate finance and valuation.
Gu is a professor of accounting at the University at Buffalo and has extensive
experience in analyzing the financial aspects of corporate acquisitions. His
research focuses on the economic consequences of corporate decisions and has
been published in top-tier academic journals.
Thank
you to the book’s publisher for sending me an advance copy of the book.
