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Don’t fear the merger

by Andy Hayler


In recent months, we’ve seen a real boom in M&A across several different industries. In telecoms, for example, the Alcatel / Lucent and Telefonica / 02 deals spring to mind, and Deloitte counts 12 cross-border financial services mergers over $3 billion in the last two years. Indeed, in 2005 a Bain and Company survey of 960 global executives found that “acquisitions will be critical to achieving [their] growth objectives over the next five years”.

Many perceive the world of M&A to be rather glamorous, with sharp-suited lawyers and bankers signing multi-million deals. But once all the glitz and razzmatazz has subsided, and the bankers and lawyers have taken the fees and moved on to another project, what happens next?

Well, you can be sure that it will fall on the shoulders of someone – usually the CFO - to deliver all the vast synergy benefits that were promised to the market. Although a talented and capable individual, the CFO responsible for ensuring these savings can often be plunged into uncharted territory by a merger.

It’s no wonder they feel the pressure: according to Deloitte, between 50-70% of mergers fail to deliver shareholder value. So the heat is on to deliver savings against the odds. Speed is of the essence too: Accenture revealed that for an acquirer expecting to reap $500 million in yearly cost savings from an M&A transaction, a mere one-month delay reduces the net present value of the deal by more than $150 million (assuming a 10 percent cost of capital). A seven-month delay costs nearly $1 billion in lost value, or approximately $3.5 million per day. With figures like these, it is no wonder that many CFOs approach a merger with a sense of trepidation.

It certainly sounds like an almost impossible task, but should a merger really strike so much fear into the CFO’s heart? Not necessarily. In fact, forward-thinking CFOs could actually view mergers as a golden opportunity to not only progress the success of a company, but also make a name for themselves and delight their bosses. So the question is: “How, exactly?”

First, before the merger, successful acquirers need to ensure that their due diligence efforts incorporate fast, accurate assessments of both short and long term success. Superior information management technology is crucial, as companies with access to accurate, reliable data are able to precisely measure not only the potential synergies, but also the ‘dis-synergies’ that need to be divested.

The best practice is to implement a flexible information management approach that accommodates scenario planning – that is to say, one that enables reporting requirements to be continuously modeled on the fly to examine ‘what was,’ ‘what is,’ and ‘what could be.’ In doing this, both the business and IT are able to examine what the new business model would look like post-merger. This helps to avoid unpleasant surprises and costly delays after the merger has taken place. It also means that the project can gradually be extended to other areas of the business after the event.

As well as looking forward, the capability to look back is also very important, especially in this heightened regulatory climate. It is imperative that the CFO can report on old information using the structure that was appropriate at the time, while running the business on a post-merger model. These historical structures are necessary for compliance initiatives and trend analyses, thus, a solution needs to be implemented that keeps track of business model representations pre- and post-merger.


  
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