Food for thought: Managing expectations
by Annie Byrne
David Gallacher-OlssonIntegration manager, Clarion EventsMy suggestion is to include the senior management from both the acquiring and target businesses as stakeholders and have them agree clearly defined outcomes.
At Clarion Events, we look to integrate our foundations – these being finance, sales order processing and IT. These offer our acquired businesses the freedom to adopt their own sales and marketing tactics. This is a strategy that has been successful. One example of these outcomes is for all parties to have visibility on sales and finance data and in turn, be able to report sales and cash flow forecasts in an individual way.
The key to a successful integration is to agree outcomes, manage expectations, have a detailed plan and drive through change with as much speed and grace as possible.
The greatest risk of post-acquisition integration failure is not taking into account the culture of the target business and how it impacts on the current group dynamics. At Clarion we look to acquire companies that have a similar culture to us. In terms of international integration, it is also important to focus on the culture of the country.
Failure to understand the cultural impact on all aspects of business practice will quickly derail a project; you have to accept there are some things you simply cannot or should not change. Our approach in that instance is to take time to listen and learn.
A recent example is the network of accountants, lawyers and UKTI trade managers we have made in Istanbul – a new territory for most of us at Clarion.
The timing of any project is open-ended with the majority of change to take place in the first 90 days after an acquisition.
Finally we are a people business and the cost of intervention can weigh heavy on the target company’s team. If you listen, build trust and share our passion, then the project should be a success.
Matt BenyonMD, Easyfairs UK and IrelandIn the last year we’ve seen impressive growth for Easyfairs as a business. Much has been organic, but an increasingly large contribution has been from acquisition.
A major purchase for the group in 2010 was of B2B exhibition organiser Fairtec in Belgium, which has been integrated into the Belgian office. There were also a number of individual exhibition acquisitions, such as Business North West, Business Midlands and IFEX in the UK and SHOP in Ireland.
The key to making acquisitions a success and minimising the risk of failure is having a clear but common-sense approach. You can’t simply make the purchase and walk away, rubbing your hands with glee. Firstly, it is highly advisable to tie the seller into the show in some way post-acquisition; they will have valuable knowledge about the portfolio and relationships in the market to tap into. Whether it is on an operational, marketing or sales level, or as a consultant, they can continue to make a valuable contribution in the early days. For example, if the seller has a strong sales team on the event, we would look to integrate those people to maintain continuity.
Additionally, as relationships are vital to ensuring the success of any venture, we ensure the seller introduces us to all key stakeholders and spends a good deal of time on this aspect.
You also need to be acutely aware of how the marketplace might respond to a change of ownership; people can be distrustful and therefore resistant to change. The Easyfairs strategy is if the show is doing well, don’t change anything – at least in the first year. It’s the age-old philosophy of if it ain’t broke don’t fix it – this is very true when it comes to acquisitions. Additionally, if the market is wary of new ownership, introduce the new brand slowly and be responsive to external perceptions.
Finally, and crucially, a strong non-competitive clause should be built into the purchase agreement. The seller should not be free to set-up a competitive business or exhibition with the profits of their sale that could undermine the value of your purchase.
Simon FosterCEO, UBM LiveIt sounds like a simple thing, but you have to put the acquisition at the top of your priority list. It’s not just about the post-acquisition ramifications – you have to think about how you’re going to integrate that purchase into your business and what challenges you will face even before you think about making an offer. When it comes to negotiations and due diligence, it’s not just about the company’s financials but also the influencers on that deal.
Integration planning makes all the difference to an acquisition’s success or failure. At UBM we have a checklist and programme we go through every time. It covers not just the obvious things like integrating systems, but also focuses on the key people and staff structure in that business we are acquiring. You also have to look at what to do with the various offices and communication programmes you might face.
There are two main things that contribute to an acquisition falling over. One is a lack of planning beforehand and underestimating the size and scale of integrating a purchase once you’ve acquired it. The other is the lack of focus on the people and culture.
In the exhibition industry, we talk about brands and data, but the strongest parts of our businesses are the people and the relationships they have with the market, associations, suppliers and customers. Most acquirers don’t recognise the importance of retaining these relationships and listening to what those staff have to say during and after an acquisition.
We are usually the biggest company in an acquisition but we’re careful to make sure it’s a merger, not a takeover. Part of this is respecting and integrating the cultural aspects that make those people tick and help that business to be successful. It comes down to identifying the staff, getting to know them and securing them. There will be things they do that are part of the value of what you’re acquiring and if you impose on those things, you risk losing a big chunk, if not all, of the value of the acquisition.
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