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This case presents the “best practices” of a highly successful post-merger integrator that grew from $400 million in 1997, to $1.5 billion in 2000, to $4 billion in 2002. The case focus is on the $4.0 billion IT sector of Northrop Grumman, a company confronting immense change in the rapidly consolidating defense business. This integration is unique in that the product is a complete melding of various companies, systems, leaderships, and cultures of 11 legacy organizations. Not only is the result an organization with a new identity, but also one with new strategic capabilities unavailable to any of the stand-alone legacy companies. A teaching note is available to registered faculty, along with video clips that include footage of weapons systems (e.g., B-2 bomber) and information about the company's PMI process.

Cipla-Medpro acquisition: the pre- and post-merger story.

The learning outcomes are as follows: to develop a deeper understanding of the pre- and post-merger factors that should be considered in an M&A transaction; to develop an appreciation of the human capital and organisation cultural aspects involved in cross-country M&A’s; to develop an understanding of the role of leaders and an integration team to make an M&A realise the intended value; and to develop a sensitivity for doing an M&A in a developing country like South Africa.

This case study creates opportunities for discussing both pre-merger and post-merger dynamics to create a sensitivity that multiple factors contribute to a successful merger and acquisition strategic move. It is intended for classroom discussion only and does not represent correct or incorrect handling of the situation.

The complexity is MBA level. This case is primarily focussed on M&A’s as part of a course in Strategic Management (MBA level) but can also be considered for a course on Strategic HRM.

Teaching Notes are available for educators only.

CSS: 11 Strategy.

The case examines the role of IT in CEMEX, a giant Mexican building materials manufacturer in an industry categorized by low margins and high costs. In the early 1990s, CEMEX made significant investments in its IT systems, resulting in a data-based management operation that put it at the forefront of the industry. As the company grew through acquisitions, it integrated IT through “The CEMEX Way,” a set of standardized processes, organizations, and systems implemented on a common IT platform.

In 2007, when CEMEX acquired Rinker, a major Australian concrete company, aligning Rinker with CEMEX IT systems was critical to quickly streamline operations and realize efficiencies. The CIO of CEMEX had developed a new integration process called Processes & IT (P&IT) that he was considering using for the Rinker integration. However, P&IT required additional resources, including significant upfront fixed costs and investment in new personnel teams at a time when the company was already struggling with the integration of another acquisition. CEMEX could either align Rinker to The CEMEX Way or use the opportunity to invest significantly more in evolving to the new P&IT approach that focused on business process management.

The three cases (Case A: JSW Steel's Ispat Acquisition: The Opportunity; Case B: JSW Steel's Ispat Acqusition: The Setback & Case C: JSW Steel's Ispat Acquisition: The Turnaround Strategy) describe the business situation leading to acquisition of Ispat by JSW, the acquirer company's failure to realize synergies post-acquisition, and the subsequent turnaround initiatives to salvage the situation. The Case A details the potential synergies that were identified during due diligence process while the Case B details the setbacks which did not allow JSW to realize the anticipated synergies. Nevertheless, not deterred by the setback, JSW salvaged the situation by undertaking a massive turnaround program aimed at plugging strategic, operational and organizational gaps. Concurrently, several initiatives were also taken to integrate the processes and workforce of the two organizations. Eventually the JSW team succeeded in turning around Ispat and merged it with the parent group. Case C provides a rich description of the turnaround and integration initiatives by JSW.

“Suitable for MBA, Executive MBA, GEMBA, and executive education programs, this case uses CEMEX, a global cement producer based in Mexico, to set the stage for unfolding an analysis of a growth through acquisition strategy. It offers a discussion about the firm's overall strategy to acquire on a global scale instead of growing organically and provides an opportunity to introduce basic financial, marketing, and operational terms that can be explored in subsequent classes. The material includes a PMI process that further allows discussion on that technique.

The case opens with a conference call and another barrage of questions for CEO Lorenzo Zambrano about his bid to buy the Australia-based Rinker Group in October 2006. Until this point, CEMEX has had a long-standing habit of buying businesses in emerging markets; this acquisition would be a departure from that strategy. If the deal goes through, it would be the single largest acquisition in CEMEX's history, and it would be among its few forays into a developed market other than the neighboring United States. The company has grown exponentially and successfully. Why would this effort be any different? Was the acquisition a good idea or not? And if it was, how would Zambrano and his leadership team convince Wall Street and others of that?”

Learning outcomes are as follows: to appreciate the people challenges imbedded in an acquisition; to assess and analyse the impact of an acquisition process; to propose appropriate strategies for managing an acquisition; to explore the advantages and disadvantages of mergers and acquisitions; to describe the main reasons for the failure of M&As.

Often mergers and acquisitions fail because of the inability to either manage or consider organisational and people management issues. It has also been acknowledged that during a process of extreme change or transition, such as a merger and acquisition (M&A), employees view the past as a time of safety and security with the future appearing as uncertain and confused. This teaching case study highlights these challenges and the change processes imbedded in an acquisition. The acquiring firm is Marshall Foods, a well-established branded continental distribution company with a strong emphasis on nutritional whole food products based in South Africa, and the target firm is Tru-Foods For You, a small Cape Town online company that sold natural and organic foods. The case study explores the challenges faced by the Tru-Foods For You owner and staff as a result of the acquisition process. The case describes the background to the acquisition, the processes during this phase and the resultant outcomes.

Business students who are studying at postgraduate or MBA level and executive short courses in strategy and change management.

Teaching Notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

CSS 11: Strategy.

John Williams, senior director of marketing for Microsoft's .NET, was trying to build the .NET brand, a comprehensive family of next-generation connectivity software products. Highlights the challenges of branding and positioning a complex technology offering. The first challenge facing Microsoft was to develop a common definition of .NET, which had been in flux over the prior two years. The second challenge was to choose between an umbrella branding strategy, a sub-branding strategy, and an ingredient branding strategy. The third challenge was to create a value proposition that would appeal to three very different target audiences: business decision makers, IT professionals, and developers.

To analyze the branding and positioning of a complex new technology offering: by defining a new product offering for public understanding and comprehension; evaluating brand strategies for optimal effect, considering possible hurdles to implementation of each strategy; and developing a value proposition attractive to differing audiences.

The three cases (Case A: JSW Steel's Ispat Acquisition: The Opportunity; Case B: JSW Steel's Ispat Acqusition: The Setback & Case C: JSW Steel's Ispat Acquisition: The Turnaround Strategy) describe the business situation leading to acquisition of Ispat by JSW, the acquirer company's failure to realize synergies post-acquisition, and the subsequent turnaround initiatives to salvage the situation. The Case A provides the details of the potential synergies between the two firms. After an elaborate due diligence process, JSW acquired Ispat. However, the JSW team failed to realize synergies anticipated at the time of acquisition. This was a big setback for the company because Ispat was acquired based on certain assumptions on synergies between the two companies. Case B captures the setbacks after Ispat's acquisition, i.e., JSW's failure to realize anticipated synergies.

The three cases (Case A: JSW Steel's Ispat Acquisition: The Opportunity; Case B: JSW Steel's Ispat Acqusition: The Setback & Case C: JSW Steel's Ispat Acquisition: The Turnaround Strategy) describe the business situation leading to acquisition of Ispat by JSW, the acquirer company's failure to realize synergies post-acquisition, and the subsequent turnaround initiatives to salvage the situation. In 2010, JSW Steel, a 14 mtpa Indian steel company acquired Ispat Steel with annual production capacity of 3 mtpa. The acquisition was part of JSW's multipronged strategy to realize its aspiration of being a 40 mtpa firm. At the time of acquisition, Ispat had huge debts, a long pipeline of unfinished projects, high production costs and unpredictable cash flows. Its main plant, Dolvi was shutdown for 45 days. However, the plant also had numerous advantages. It was located near the seashore and was technologically very advanced. Case A describes the events leading to acquisition of Ispat by JSW. It captures the facts, opinions and inferences around the acquisition decision, which were used as inputs in the due diligence process to assess synergies between JSW and Ispat. The case describes the economic, competitive, and industry factors prevailing in 2010 when JSW was thinking of acquiring Ispat.

The case explores information technology (IT) company Mindtree’s journey of 20 years from the time it was founded in 1999 to be different from others, and how it became a target for acquisition by an Indian diversified conglomerate in 2019. It offers insights into developing organizational culture and values in an organization, threats faced by a company when promoters dilute their shareholding, and the strategies followed by the acquirer and the target firm. It also deals with the challenges in the acquisition of a knowledge service digital firm. After working through the case and assignment questions, students will be able to: identify the circumstances under which a company can become a target for hostile takeover; describe motivations of the acquirer firm in an acquisition; distinguish between acquisition and hostile takeover, and discuss salient features of Securities and Exchange Board of India (substantial acquisition of shares and takeover) regulations, 2011; list the defenses a target firm can adopt to ward off hostile acquirer; explore strategies followed by acquirer and target firms; analyze important ingredients of organization culture, and importance of cultural congruence in an acquisition; and discuss challenges faced by an acquirer in India, namely, legal, retention of clients and key people in the target firm particularly in hostile environment.

The case explores how ten IT professionals founded mid-tier IT services company Mindtree in 1999 in Bengaluru, India (home to Infosys and Wipro) to be different from others – by inserting themselves at a higher level in the value chain, being philanthropic as a part of broader business strategy to attract a certain kind of employee and customer. It developed a culture of equality, consideration and respect. Its attrition rate of 12 to 13 per cent was significantly lower than the Industries. Mindtree crossed annual revenue of US$1bn for FY 2019 and was growing at twice the industry’s growth rate. The most attractive part was that its proportion of revenue from digital services was about 50 per cent as compared to 25-35 per cent of other services vendors. With time, the share of promoters/founders declined and increased one investor’s shareholding of V. G. Siddhartha and his related entities. In early March 2019, the promoters’ stake was 13.32 per cent while Siddhartha had 20.32 per cent. Larsen and Toubro (L&T) one of India’s conglomerate entered into a share purchase agreement on March 18, 2019 with Siddhartha to acquire his 20.32 per cent stake. Immediately, L&T asked its broker to purchase up to 15 per cent of share capital of Mindtree at a price not exceeding INR 980 per share (each share of face value INR 10). This would trigger an open offer by L&T to purchase additional 31 per cent shares of Mindtree. The action of hostile takeover bid by L&T evoked emotional criticism from Mindtree founders. Mindtree efforts to defend itself could not materialize. L&T’s stake crossed 26 per cent on May 16, 2019. After Indian regulator SEBI’s approval, L&T’s open offer to buy shares from Mindtree shareholders commenced on June 17, 2019. The case examines motivation of the acquirer firm particularly when it is a conglomerate, and how a well-performing company became a target for hostile takeover. It looks at vulnerabilities of a target firm, and defensive steps a firm can take to fence itself against such takeover. The case also explores how organizational culture is built in a people-oriented business, namely, digital services, and what role it plays in a merger of two firms.

The case is suited for postgraduate students of management, as well as those undergoing executive courses in management.

Teaching notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

CSS 11: Strategy.