M&A STORIES - The Good, The Bad and The Ugly – Détails, épisodes et analyse

In recent weeks Rob and Toby have veered slightly off the M&A topic to explore the emerging world of AI and how it might shake up M&A as we know it.  In doing that we've arrived at the challenges of adopting adequate regulatory and ethical controls for AI and never mind the slow cumbersome legal system and how that might cope with AI.

The key point is that AI needs global standards for regulation, ethics and legal controls and anyone with a degree of experience knows how difficult that might be to achieve. In Australia, it's almost impossible getting individual states to agree on a standard never mind a global scale.

Rob's view is that ethical and regulatory controls can be embedded into any AI programs at source and that if the big players (Microsoft, IBM, Amazon, Cisco, Oracle, SAP can be encouraged to do this, we might at least cover 80% of the challenge.

What are your thoughts?

Robert and Toby have been clamping at the bit to start talking about the need for strong ethics, regulatory and legal instruments to manage and control the global adoption of AI.

There's no doubt about it. AI has the equal potential to cause untold harm, and the scandal playing out with the UK Post Office is a stark reminder of how ethics can be completely railroaded. That is why it must be developed ethically. And that's what we're going to go into the next podcast. But today, we've been talking about the Post Office scandal because it offers a vivid example of when ethics and ethical principles play no part.

And I think the lesson we need to learn from this is that we must protect people themselves from the very real harm. that could be caused by AI. To do this, we need to build the ethical foundations and the framework around the technology for the common good of individuals, societies, and indeed all of humanity. Furthermore, those ethical controls must be universal. 

And that raises the question posed by Robert. Should an ethical framework be built into all AI platforms so that the user is offered no choice?  This and other questions at large will be the topic of our next podcast.

Well, this podcast was recorded in late November 2022, but a quick hospital visit so Rob could undergo full knee replacement surgery meant that we didn't publish until early January 2023. Still, knee surgery was successful, so here goes.
 
And to help you navigate this episode, we refer to past episodes where we unpack some seriously disastrous M&A transactions, so if you want to know more about the detail of each of our 'top 5' then you'll find the links here

1. Twitter 
2. HP and Autonomy 
3. Daimler Benz and Chrysler 
4. Alcatant Lucent 
5. Royal Bank of Scotland 

In past episodes, Rob and Toby walked through a number of disastrous M&A transactions and a number of common factors started to arise on why these transactions had been so catastrophic. In some cases, it was down to the massive ego of the CEO or Chairman who railroaded transactions through a compliant board. In others, the deal thesis appeared to be nothing more than an excited scribble on a table napkin and very little thereafter. Others came down to massive cultural challenges or the simple reality that the idea might have sounded good, but the market wasn't interested. And in some cases, it was a combination of several of those factors. Do you agree with our 'Top 5' or do you have other examples to offer? 

And if you want to delve more deeply into each disaster, you'll find that we dedicated an episode to each of our top 5 so simply look through our episode history to find out more.

Oh, I almost forgot. HAPPY NEW YEAR to our friends, colleagues and listeners around the globe. Here's hoping 2023 is a safe, healthy, and prosperous year for everyone and that your friends and family play a key role in every aspect of 2023.

In this 2nd episode with PTS Consulting, we pick up with Barry Lewington and Hugh Van Wijk where we left off. but take time to delve deeper into some of the critical success factors in managing technology transition or transformation during M&A.

Seasoned M&A professionals won't be surprised the hear that technology itself isn't the most important element. In fact it doesn't appear on Barry and Hugh's top four recommendations

1. Be involved from the beginning and make sure you have an advisors seat at the leadership table
2. Make sure that you are a contributor to the deal thesis, not jut someone who receives a 'fait accompli' from the board or operating leadership.
3. Have the personal presence and expertise to operate (and communicate) at all levels from shop floor to Exec Suite to Boardroom.
4. And always follow the guiding principle of good project management PLAN for successful outcomes, PLAN for expediency and efficiency and PLAN to be on time on budget.

I'm sure we will hear more from Barry and Hugh, in fact there are rumours they may record a podcast episode every month. Watch this space.

About PTS
PTS offers clients a personalised service to transform their operations through technology. We combine visionary thinking and strategic guidance with innovative design and practical implementation to ensure technology transforms, engages, and optimises.

In today's episode, I'm joined by Barry Lewington and Hugh Van Wijk from PTS Australia to talk about their experiences in managing the technology integration (or separation) aspects of M&A.   We will be recording more podcasts with PTS in the future but from today's episode, there are several takeaways from our conversation.

1. Technology integration can be a large part of any M&A integration and in most cases, it can be complex and involve many moving parts.
2. The technology per se is a small part of the issue, people, governance, data and operations security, transition services agreements (TSA's) and regulatory approvals are some of the critical factors that need to be considered.
3. Like all other parts of M&A integration, the technology aspect needs detailed planning and the most appropriate starting point is the deal thesis
4. In addition to technology skills, strong communication skills are a vital skill set to make sure everyone understands what's happening. how they are involved or impacted, and as a mechanism to provide assurance to all parties.
5. And finally, in today's environment, technology is a critical component of business, so a critical expectation that PTS encounters is that when a system transition or integration legally completes at midnight, all operating systems have to be up and running in the new environment at midnight + 1 second.  

About PTS
PTS  is a global technology consulting business with 35 years of experience delivering world-class IT solutions to some of the world’s leading organisations. They help clients better align their IT, Business and Real Estate strategies by transforming the workplace through technology and by optimising their Data Centre environment.

In today's episode, Rob and Toby continue the conversation about 'infusion', the art of purposely planning the deal as a value-add exercise and being committed to adjusting your operating model to 'infuse' the best of both sides.

Rob and Toby kick off by proposing that traditional integration is what we refer to as 'scale deals' ie: bolting two entities together so the end result is more efficient, but principally a larger version of the two originating parts.

Scope deals on the other hand are about setting out to 'fuse' the best parts of each business so as to produce a 'new' organisation that is stronger than before and is now able to capture new geographies, enhance design capabilities or perhaps add an entirely new product range or service. These deals are about infusing those things that each organisation is exceptionally good at and maximizing the advantages via a willingness to adjust the operating model appropriately.

You can listen to what we say about this, and we also recommend you read a well-written article from Strategy+Business entitled 'The Capabilities Premium in M&A'. 
Highly recommended reading.

Well, Toby's back from his quest to conquer Spain and Malta, and he's fresh with renewed enthusiasm. So much so that he has invoked Alice in Wonderland and Alice's conversation with the Cheshire Cat to demonstrate his thought processes. I'll let you, the listener find that delightful snippet.

In this episode, Rob and Toby revisit a familiar theme that proposes that the outcome of any M&A deal must be greater than the sum of the two individual parts. We start by looking at traditional M&A integration of "bolting things together" and surmise that this results in diluting the outcome. By contrast, a deal with a clear vision that takes both a finance and engineering approach will always deliver more significant, more sustainable value.

Why? Well, R&T argues that the duality of a financial and engineering approach to M&A infuses the best value for the two sides of the deal, and with the snap of a finger, INFUSION-type deals are born.

But it's not as simple as it sounds. Rob and Toby have determined to give it more thought, so if you are wondering what the topic of our next podcast might be? Think no more!

With Toby on vacation in Europe, I've had the opportunity to bring in a guest to the podcast, and I'm delighted that fellow M&A professional Anirvan Sen has joined me to talk about his experiences managing cultural change in M&A environments.

In today's podcast, we unpack our thoughts that culture is a leadership responsibility and that it is the culmination of many different aspects that make up corporate culture. Everything from rewards and recognition, communication style (internal and external) your approach to innovation, and lots more.  So much so that Anirvan and his team have developed a diagnostic and operational model with the well-chosen acronym P-R-O-M-I-S-E. Listen to today's episode and you will understand more about PROMISE and the many facets of managing culture during M&A transactions and subsequent integration.

About Anirvan Sen
Anirvan is the Founder and CEO of Fifth Chrome a leading consulting and advisory firm specializing in programs that focus on the 5C’s: Capable leadership, Change Management, Communication, Cultural Transformation, and Collaborative Technology.

Fifth Chrome's transformation programs are based on Mergers & Acquisitions (M&A), Internal Organizational Restructuring, Future Talent Strategy, Outsourcing, and Digital Technology Adoption.

In the last episode, we delved into Rob's background and how he got started in M&A. The tables have been turned, and it's Toby's turn to wallow under the spotlight.

We learn quickly that Toby's first M&A experience was after joining a Financial Services business and leveraging his project management expertise. And he realized this was something he enjoyed doing because it allowed him to utilize his skills and expertise across the whole of the business. 

As Toby puts it, he became bilingual and could speak the language of every department at every level.  Toby also enjoyed the freedom and flexibility of moving seamlessly up, down and across the organisation as part of the M&A execution process, unfettered by internal barriers and politics.

Fast forward, and Toby has completed 50 M&A projects, half pre-deal, and the other half post-deal. He feels privileged to have had this opportunity across his career, and he doesn't envisage slowing down too much while he is enjoying himself. 

The dynamic duo aka Rob and Toby have spent many episodes talking about their respective M&A experiences, but we've never talked about how it all started.  Rob is slightly embarrassed about opening the kimono, but as he explains in this episode, it started with his ability to regularly be in the wrong place at the right time. By that, Rob means that he was often asked to pick up 'special' projects and didn't know how to say No.

But if you listen to this episode, you'll quickly understand that Rob's start in M&A was a two -way transaction.  His willingness to "have a go' when asked to take on projects parallel to his day job, coupled with the willingness of senior executives to provide support and coaching.

And it's possible that Rob would not have been here today to talk about M&A if it wasn't for his very first experience and the willingness and coaching of a very well-known British industrialist.

So in reflecting back over the years, Rob provides the following advice for anyone looking to start a career in M&A

1. Be open and approachable to senior people looking to resource those 'special projects'
2. Be prepared to stick your neck out and give it a go
3. If you're a senior executive looking for resources, make sure you allocate time to coach and support the journey.