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Article
Publication date: 16 August 2022

Anne-Sophie Thelisson

When talking about mergers and acquisitions (M&As), few announcements clearly define if the operation will deal with a merger (where firms have an equal-to-equal relation) or…

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Abstract

Purpose

When talking about mergers and acquisitions (M&As), few announcements clearly define if the operation will deal with a merger (where firms have an equal-to-equal relation) or acquisition (when one firm is in control of the operation and decides the integration process). Operations are commonly labeled M&A. Nevertheless, mergers remain rare, and the authors see that most of the time, operations designed and integrated with firms as equals end in the control of one of the entities over the other.

Design/methodology/approach

The authors investigate how two CEOs and their managers communicate during the due diligence period of a merger. The author describes the project merger of two French companies using longitudinal data.

Findings

This in-depth case study provides new insights into the due diligence period and the differences between M&As. The findings highlight how the decision to add an associate from a rival firm to the board ended the merger project as the situation evolved toward an acquisition in CEOs’ minds.

Research limitations/implications

The limitations are those concerning a single case study.

Practical implications

The paper highlights the complexity of merger negotiations and the unexpected events faced by stakeholders. The analysis, thus, contributes to an inclusive and integrative view of the challenges in the due diligence process, whereas first defining the operation as a merger or an acquisition is a first step in identifying the degree to which autonomy and interdependence will be given across firms, and how some strategic decisions will be implemented. This case study highlights two specific items that can be understood by managers as key elements in deal success: defining operations as a merger or an acquisition help internal and external stakeholders in planning the operation; leaving space for adjustment among partners engaged in negotiations during the due diligence period is also useful.

Social implications

Despite their frequency, merger and acquisition failures remain surprisingly high. This paper explores how stakeholders deal with merger negotiations.

Originality/value

The case provides insights into the due diligence period and the way minor events can impact the planned integration. Theoretical concepts and empirical findings from the literature are combined to present a single consistent picture. To the best of the authors’ knowledge, few studies address insights on strategic decisions made as the negotiation period remains a secret and sensitive stage, especially for a failed deal, but we were able to delve beneath the surface.

Details

Journal of Business Strategy, vol. 44 no. 5
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 24 November 2021

Anne-Sophie Thelisson

Coopetition includes cooperation and competition, sometimes simultaneously, among firms from a specific industry involved in a merger and acquisition (M&A) operation. However…

497

Abstract

Purpose

Coopetition includes cooperation and competition, sometimes simultaneously, among firms from a specific industry involved in a merger and acquisition (M&A) operation. However, despite their high number, most mergers end in failure. Therefore, looking at how firms cooperate and compete when planning a merger operation can be a key to better understand post-merger integration, set achievable synergies for both parties and better understand the organizational culture of both companies. Also, external events in a rapidly changing environment can affect the global strategy of organizations and impact the desire for firms to engage in mergers and acquisitions.

Design/methodology/approach

The author investigates how merger negotiations were conducted and influence coopetition among two firms engaged in such an operation. The author describes the project merger of two French companies using longitudinal data.

Findings

This in-depth case study provides new insights into coopetition dynamics during merger negotiations and the influence of a global crisis on the overall strategy of two firms. The authors specifically detail how cooperation and competition were present in M&A negotiations and how the rapidly changing environment influenced the planned operation. First, cooperation was privileged as companies enhanced information sharing and communication for their joint strategy. Then, with the evolution of the environment, new opportunities were given to the target company, which decided to quit the merger project. Therefore, both firms engaged in a competitive context as the crisis helped the target company (in difficulty at the beginning of negotiations) to develop new projects and to become a real rival of the acquiring company in its local ecosystem.

Research limitations/implications

The limitations are those concerning a single case study.

Practical implications

The study highlights the complexity of merger negotiations and the unexpected events faced by integration stakeholders. The analysis, thus, contributes to an inclusive and integrative view of the challenges in the merger process. The study questions coopetition issues in regional clusters as both firms operate in the same industry in the same region. For practitioners, the study questions how to balance the risks and rewards of coopetition activities over time. The case addresses information sharing in coopetition projects and the fear that the data and information revealed during negotiations will affect the company’s competitive advantage once the merger plan is abandoned. In the context of the rapidly changing environmental crisis, managers will reflect on continuing to cooperate with their competitors or pursuing their activities on their own.

Social implications

Despite their high number, M&A failures remain surprisingly high. This study explores how stakeholders deal with merger negotiations and how external events impact such negotiations and merger projects by raising coopetitive tensions among firms.

Originality/value

The case provides a vivid illustration of firms’ adaptation to a rapidly evolving context due to a global crisis. The research questions coopetition in business ecosystems and the unexpected in merger processes. The study addresses critical risks in knowledge exchange during merger negotiations and coopetitive dynamics among stakeholders over time. Theoretical concepts and empirical findings from the literature are combined to present a single consistent picture.

Details

Journal of Business Strategy, vol. 44 no. 1
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 13 February 2024

Anne-Sophie Thelisson and Olivier Meier

Organizational resilience, defined by a firm’s speed in reaching a dynamic equilibrium after a shock and after the shocks are absorbed, and crisis management are critical in a…

121

Abstract

Purpose

Organizational resilience, defined by a firm’s speed in reaching a dynamic equilibrium after a shock and after the shocks are absorbed, and crisis management are critical in a global crisis. The concept of resilience is increasingly used in the economic press; nevertheless, few studies demonstrate empirically how firms became resilient and the lessons to be learned from it. Traditionally, the concept of resilience is approached as resistance in the face of a crisis. The authors go further by showing three-loop learning, which is part of a logic of innovation and regeneration. This study aims to examine how a business can regenerate itself by effectively managing the external threats and disruptions caused by a crisis. Also, this study deepens knowledge on learning process. The double-loop learning process is known in the literature as enabling firms to learn from unexpected events and react accordingly. The findings point out a third loop implying the co-invention of a new business model and a collective mindfulness of changes made.

Design/methodology/approach

Using longitudinal data, the authors investigate how the global crisis affects merger negotiations between two companies. This study analyzes the period of dialogue (negotiation) between the two entities with a view to carrying out a merger and then their withdrawal from the project during the pandemic, reshuffling the cards for each company. The negotiation period is not normally disclosed because of its highly confidential and strategic nature and it is therefore difficult for researchers to access merger operations at the negotiation stage. From this viewpoint, this case study was chosen because of the availability of generally inaccessible documentation.

Findings

This in-depth case study provides new insights on organizational resilience and the recovery capacity of a firm. The results underline four main triggers that a firm should develop in facing a major crisis: skills; credits; previous and historical relationships; and corporate culture. Recovery capacity depends on reactivity, flexibility, learning and regeneration. Finally, this study points out a three-loop learning experience that can be understood as a learning process in two steps to generate lasting and adaptive changes.

Research limitations/implications

The limitations are those concerning a single case study.

Practical implications

This study highlights the ability to deal with unexpected events. First, this work identifies concrete items that can be perceived by managers as elements enabling a firm to develop resilience. Second, the results show main elements enabling this capacity as reactivity – both companies react quickly and effectively to disturbances to limit the impact on their performance; or flexibility – firms adapt their business model to deal with disruptions. Third, this work underlines a learning capacity process in three steps to recover capacity. This process stimulates creativity and innovation by the teams and stakeholders by placing them at the heart of the change.

Originality/value

This case provides a vivid illustration of firms’ adaptation to a rapidly evolving context because of a global crisis. Theoretical concepts and empirical findings from the literature are combined to present a single consistent picture.

Details

Journal of Business Strategy, vol. 45 no. 3
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 9 October 2023

Anne-Sophie Thelisson

Strategic alliances play a key role in a company’s growth strategy. They are an alternative to the organic option of creating a new company from scratch and a less risky option…

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Abstract

Purpose

Strategic alliances play a key role in a company’s growth strategy. They are an alternative to the organic option of creating a new company from scratch and a less risky option than conducting a merger or an acquisition. For five years, most recently in 2022, the results of PwC’s 22nd Annual CEO Survey have shown that 40% of U.S. CEOs plan to enter into a new strategic alliance or joint venture to boost their company’s growth or profitability in the coming year. These operations demand a high level of trust, collaboration and equitable risk-sharing, as well as autonomy granted to both firms. Through an in-depth case study, this study aims to reveal how an alliance was formed between two companies, navigating between entrepreneurial experience and the co-construction of a network to share a technological tool.

Design/methodology/approach

The author conducted several interviews with one of the founders of Beta France, and the author had access to a large amount of information on the launch of the entrepreneurial project.

Findings

The author presents the reasons for Beta France to join a network of alliances rather than entering into a joint venture. In doing so, the author emphasizes the importance of independence between actors as a key element triggering innovation.

Originality/value

This study points out how a fintech startup opens up perspectives for new digital market participants. The author lists the risks that CEOs joining an alliance must be aware of, and the author details how to avoid falling into an asymmetrical alliance by keeping a center of expertise that cannot be duplicated by other partners.

Details

Journal of Business Strategy, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 25 February 2020

Anne-Sophie Thelisson

Despite their high number, most mergers end in failure. Academic studies of how these failures occur have remained rare, first, because of the difficulty of accessing the cases…

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Abstract

Purpose

Despite their high number, most mergers end in failure. Academic studies of how these failures occur have remained rare, first, because of the difficulty of accessing the cases, and second, because of the difficulty of obtaining – for the purposes of qualitative analysis – objective and freely shared perceptions from the stakeholders, who tend to avoid speaking about failure. This is unfortunate, however, as failure can serve as a stimulus for organizational learning and readaptation for the future.

Design/methodology/approach

The author investigated how an organization managed failure during the post-merger integration stage. The author described the merger of two listed French companies using longitudinal data.

Findings

This in-depth case study provides new insights into failure during post-merger integration. The paper highlights the complexity of post-merger integration processes and the failures that the integration stakeholders had to address. The author underlined how they recognized failures and put into place solutions. They particularly highlighted two failures and how they were managed by the managers who acted as knowledge brokers within the new organization and by stakeholders who deconstructed the organization to ensure its future.

Research limitations/implications

The limitations are those concerning a single case study.

Practical implications

The paper identified trigger events in the merger process that prompted stakeholders to step in and manage and resolve failures during the integration period. Such triggers can be considered as steps for managers and stakeholders to solve organizational issues in the merger process. The paper highlighted the complexity of post-merger integration processes and the failures faced by integration stakeholders. The analysis thus contributes to an inclusive and integrative view of the challenges in this process.

Social implications

Despite their high number, merger and acquisition failures remain surprisingly high. This paper explored how stakeholders deal with failures by identifying which solutions are best adapted to their organization.

Originality/value

The case provides a vivid illustration of failure management during a merger process. Theoretical concepts and empirical findings from the literature are combined to present a single consistent picture.

Details

Journal of Business Strategy, vol. 42 no. 1
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 17 September 2020

Olivier Meier and Anne-Sophie Thelisson

The purpose of this paper is to highlight the major difficulties and challenges encountered during the crucial process of family succession. In this study, the authors list and…

691

Abstract

Purpose

The purpose of this paper is to highlight the major difficulties and challenges encountered during the crucial process of family succession. In this study, the authors list and analyze issues encountered by managers or by the CEO of a family business.

Design/methodology/approach

Using a single longitudinal real-time case study conducted over a period of 10 years in a French family business, this study identifies the challenges encountered during family succession. The authors were allowed to follow, over a long period, the planning of the CEO’s succession.

Findings

The authors identified six critical points in the succession process: planning succession development; favoring creation of financial value for the shareholders; investment policy, risk taking and time horizon of investments (growth); family employment policy (family private benefit); opening of capital and debt policy (external financing); and financing of capital reduction policy (external financing).

Originality/value

The paper highlights the difficulties, issues and questions encountered by an SME manager or by the CEO of a family business. The analysis gives insights into the deep nature of the family structure, by involving the notions of culture and organizations serving the performance of family businesses.

Details

Journal of Business Strategy, vol. 42 no. 6
Type: Research Article
ISSN: 0275-6668

Keywords

Article
Publication date: 23 November 2021

Anne-Sophie Thelisson and Olivier Meier

The objective of the study is to explore legitimation dynamics in a public–private integration process and to gain insights on the specific role of CSR in triggering…

Abstract

Purpose

The objective of the study is to explore legitimation dynamics in a public–private integration process and to gain insights on the specific role of CSR in triggering public–private logics.

Design/methodology/approach

Corporate social responsibility (CSR) is part of firms' strategy in gaining legitimacy from their stakeholders in a merger context. However, little is known about the role of CSR in triggering diverse dynamics from public or private logics during post-merger integration. This study aims at exploring the specific role of CSR in triggering such diverse logics. A qualitative research design based on a single case study of a public–private merger of two French listed companies in the urban planning sector was opted for. The analysis was pursued in real time from the signing of the agreement and then over two years.

Findings

The results show that public–private legitimation is a process that proceeds in stages. The authors emphasize the key factors that characterize it: align on external concerns: reflecting societal and institutional pressures (public legitimation); readapt to make sense internally in relation to the merger through managerial innovation (private legitimation) and CSR as a form of corporate self-storying: combining the social and societal aspects of CSR within the organization (hybrid legitimation). Three major actions were identified in activating a CSR legitimation strategy: identifying and responding to local needs; building a unified brand, culture, and employee commitment to the organization; and creating sustainable programs.

Research limitations/implications

The first major contribution is linked to triggers influencing legitimation dynamics and in particular the role of CSR operating as a legitimation strategy in the merger integration process. A second theoretical contribution is linked to the evolutionary nature of the post-merger integration process. The processual study shows how stakeholder legitimacy demands can escalate and change over time.

Practical implications

First, three major actions were identified as key steps in activating a CSR legitimation strategy (identifying and responding to local needs; building a unified brand, culture, and employee commitment to the organization; and creating sustainable programs). These missions can be understood as key steps for managers in implementing CSR within an organization in a post-merger integration context. Second, this study increases our comprehension of legitimation as a dynamic micro-process. The different stages described in the study can be considered by the managers involved in the merger process as learning experiences to understand the complex phenomenon that is the integration process.

Originality/value

This study enriches the legitimacy-as-process perspective in providing insights on the specific role of CSR in triggering public–private logics.

Details

Management Decision, vol. 60 no. 3
Type: Research Article
ISSN: 0025-1747

Keywords

Article
Publication date: 30 March 2022

Anne-Sophie Thelisson and Olivier Meier

Intergroup dynamics between the acquirer and the acquired are determinants of post-merger integration success. Mergers and acquisitions scholars call for the adoption of new…

Abstract

Purpose

Intergroup dynamics between the acquirer and the acquired are determinants of post-merger integration success. Mergers and acquisitions scholars call for the adoption of new reading prisms to gain deeper insights on post-merger integration dynamics as the failure rate of mergers remains high. In mobilizing works from social psychology to examine intergroup dynamics, this study aims to respond to this call by shedding light on the post-merger integration process. Typologies of integration processes do not take into account intergroup dynamics that operate within the new entity, which are influencing the decision-making process. To better understand how firms achieve a successful integration (symbiosis), the authors propose a processual analysis of intergroup dynamics in post-merger integration.

Design/methodology/approach

The research approach is a qualitative, longitudinal enquiry, which allows us to examine intergroup dynamics in two real-time merger case studies. The integration processes selected for this research include symbiotic integrations. Both integration processes were analyzed over two years, starting with the merger agreement.

Findings

This study sheds additional light on the triggers for achieving symbiosis integration by demonstrating the specific role and contribution of each of the parties (majority and minority) during the process. This study shows that post-merger is a process that follows different steps to reach symbiosis, involving majority/minority dynamics. The symbiosis implies minority innovation by adopting new business and organizational practices, mainly inspired by the standards and values of the minority. The study highlights innovation by the minority as a key element in achieving a symbiotic integration. This element can be understood by managers involved in managing the integration as a turning point in the integration process.

Research limitations/implications

The authors investigated symbiotic integration in specific industries; questions can arise about the extent to which findings are transferable to other mergers and acquisitions contexts.

Originality/value

This study advances the understanding of the dynamics between the majority and minority in adopting a processual and longitudinal analysis. On that point, this study gains insights on the “black box” that represents post-merger integration process.

Details

European Business Review, vol. 34 no. 3
Type: Research Article
ISSN: 0955-534X

Keywords

Article
Publication date: 12 August 2019

Anne-Sophie Thelisson, Audrey Missonier and Gilles Guieu

The purpose of this paper is to explore how a company reaches organizational ambidexterity during a merger process. Organizational ambidexterity refers to the proactive…

Abstract

Purpose

The purpose of this paper is to explore how a company reaches organizational ambidexterity during a merger process. Organizational ambidexterity refers to the proactive adaptations of an organization to simultaneously explore and exploit.

Design/methodology/approach

The paper presents a longitudinal case study of a public-private merger of two listed French companies. The data were collected from participant observation, interviews and archival documentation over two years.

Findings

The balance between autonomy and control by the parent companies evolves during the post-merger integration. The findings reveal that there was no concordance between the oscillations between autonomy and control on the part of the parent companies and the new organization’s exploration/exploitation strategies. However, the progressive evolution of control and autonomy from the parent companies engendered organizational ambidexterity during the third phase integration.

Practical implications

The study adds insight into how organizations can develop ways to manage organizational ambidexterity dynamics by employing temporal mechanisms, referring to an organization’s shifting sequentially between exploration and exploitation. The case highlights how temporal switching between exploration and exploitation occurs to ultimately enable ambidexterity.

Originality/value

Although organizational ambidexterity is recognized as a key element for post-merger integration, how it is achieved over the course of the merger process has received little attention. The study highlights that in the case of public-private mergers, the parent companies influence exploration and/or exploitation strategies. The paper adds insights on whether exploration and exploitation can be differentiated over time and whether exploration and exploitation can be reconciled at the same time.

Details

Management Decision, vol. 58 no. 5
Type: Research Article
ISSN: 0025-1747

Keywords

Article
Publication date: 11 March 2019

Anne-Sophie Thelisson, Audrey Missonier, Gilles Guieu and Lotte S. Luscher

This paper aims to examine post-merger integration (PMI) through the lens of paradox to determine how paradoxes contribute to successful integration. Although PMI has been…

Abstract

Purpose

This paper aims to examine post-merger integration (PMI) through the lens of paradox to determine how paradoxes contribute to successful integration. Although PMI has been identified as crucial to understand merger success or failure, the literature on PMI drivers remains inconclusive.

Design/methodology/approach

Drawing on the theory of paradox and two key elements of PMI, strategic interdependency (SI) and organizational autonomy (OA), the authors describe the merger of two listed French companies using longitudinal data.

Findings

The authors identify how the paradox between OA and SI was triggered and fostered PMI success by leading to symbiotic integration. They also show that two capabilities were central in helping the paradox to evolve: preserving the specificities of the organizations and pooling their respective capabilities. These capabilities result from basic decisions and actions during the integration implementation, such as highlighting the expertise of the target firm, refocusing the core activity while valorizing each company’s expertise, clarifying the identity of the new organization on the market and enhancing joint piloting and transferring both general management capacity and functional abilities during the reorganization period.

Practical implications

The authors offer several useful insights for managers trying to manage paradoxical tension throughout the merger process. This study encourages managers to embrace inconsistencies as they make decisions and to shift to dynamic decision-making as a way to adapt to complex contexts.

Originality/value

This study adopts a global and inclusive approach to focus on OA and SI and flesh out a picture of the integration process. It proposes a dynamic process model to conceptualize the stage-wise nature of the PMI process by highlighting the interrelations between OA and SI dynamics.

Details

European Business Review, vol. 31 no. 2
Type: Research Article
ISSN: 0955-534X

Keywords

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