Structured communications are vital to clarify what comes next in a merger, separate fact from fiction, and forge success for newly combined organizations. Sometimes, the term statutory merger is used to refer to this type of business transaction. Some of its advice is geared towards effectuating workable compromises that satisfy the interests of all parties. Stella ting toomey studies intergenerational relationships, critical whiteness studies, and whiteness studies. Merger implementation agreement wlrm a0118375128v6 120179794 page 1 1. Merger and acquisition strategies are extremely important in order to derive the maximum benefit out of a merger or acquisition deal. Strategic issues relating to corporate mergers and. While merger and acquisition announcements headline news stories daily, 85 percent of attempted ones fail, according to blumberg advisory group. The following are some types of goals to give you an idea of what to focus on. The nonmerger clause provides that the parties obligations under the agreement, and any other prior agreement, will survive the closing.
Agreement and plan of merger this agreement and plan of merger this agreement, dated as of october 11, 2001, is by and among general electric company, a new york corporation parent, national broadcasting company, inc. The truth is a moving target, and often dead on arrival. Telecommunications mergers and acquisitions or enter into joint ventures or strategic alliances 6 with firms already positioned in desirable or complementary locations or lines of business. When two companies begin the process to merge operations, communication is key. Seven steps to merger excellence ivey business journal. Merge pdf files combine pdfs in the order you want with the easiest pdf merger available. Plus, youll have the organizational structure and support in place to act when new opportunities arise. Pdf an analysis of the relationships among face concerns and. Massachusetts, florida, arizona and north carolina, and found that more than 3,300 organizations reported engaging in at least one merger or acquisition between 1996 and 2006, for a cumulative merger rate of 1. Understanding intercultural communication stella tingtoomey. Stereotypes are exaggerated pictures made about a group of people on the. These are the 10 mostpopular articles covering mergers and acquisitions that euromonitor international published in 2017. Face and facework the present investigation is framed by tingtoomeys 2005 facenegotiation theory.
Whereas, promptly following the execution of this agreement, parent shall. Tingtoomey and chung use the following definition of stereotypes. Managing diversity in enterprises after mergers and. Most merger agreements have the inclusion of a confidentiality agreement as shown on the following merger agreement templates in word and pdf formats available for you to sift through and to download. Managing diversity in enterprises after mergers and acquisitions process. The mergers and acquisitions process is complex and risky. The theory posits face, or selfimage, as a universal phenomenon that pervades across cultures. Facenegotiation theory is a theory first proposed by stella ting toomey in 1985 to understand how different cultures throughout the world respond to conflict. The question that inevitably comes up is who should we acquire and why.
This is an agreement and plan of merger, dated date, pursuant to section 251 of the general corporation law of delaware, between merged company, a delaware corporation having its principal place of business at merged company address the company, and surviving company, a delaware corporation having its principal place of business at surviving company. We evaluated 11 years of merger filings in four states. Agreement and plan of merger agreement and plan of merger, dated as of march 16, 2008 this agreement, between the bear stearns companies inc. Strategies and techniques for negotiating corporate acquisitions is a unique guide to handling a corporate acquisition negotiation successfully. Through the secondstep merger, annaly has completed the acquisition of mtge, the latter becoming a wholly owned subsidiary of the former. The merger also strengthened the new firms presence across the u. In this article, stella ting toomey talks about culture and. Despite this, it is common knowledge that mergers and acquisitions do fail and they do not necessarily create shareholder value. Good communication is key to successful mergers and.
Each owner may have an initial idea of what he or she wants to accomplish with the merger, but together they may fail to flesh out the details to achieve their goals. Merger agreements are generated after particular processes a company conducts in order to gain concessions as stated on the agreement. Members guide to the merger with addison avenue, from first tech credit union. Facenegotiation theory is a theory conceived by stella ting toomey in 1985, to understand how people from different cultures manage rapport and disagreements. Communicating across cultures by stella tingtoomey pdf. For instance, on e may be older and views the merger as an eventual exit strategy. Stella tingtoomey at california state university, fullerton. Successful mergers and acquisitions arent just about having a strong operational integration plan. Mutuality, as merger agreements are generally mutual between the parties.
Because acquiring companies is expensive sometimes mindbogglingly so, having a crystal clear answer to those questions is essential in this post ill go through a framework for how to think through and communicate your acquisition strategy in a clear and concise manner. Here are five components of effective communication to keep in mind while facilitating organizational change. Stereotypes and prejudices in a country with two cultures. Strategy and tactics of international mergers and acquisitions 57 among them is the fact that such agreements should be based on sound strategies and rational tactical tools proven in practice and confirmed by successful results of postintegration activities. Stella ting toomey of california state university, fullerton, ca csuf read 108 publications contact stella ting toomey. Understanding intercultural communication, second edition. We use cookies to make interactions with our website easy and.
Appendix a is a sample letter of intent for a merger, illustrating typical provisions requested by largeco. This merger, closed in june 2018, would be the fourth largest deal ever attempted in the global telecom, media and entertainment space, according to thomson reuters data and the 12th largest deal in any sector. Mergers and acquisitions have become a popular business strategy for companies looking to expand into new markets or territories, gain a competitive edge, or acquire new technologies and skill sets. Stella tingtommeys toward a theory of conflict and culture. Mergers and acquisitions of small businesses in a troubled. Gaughan 3 defined a merger is a combination of two corporations in which only one corporation survives and the merged corporations goes out of existence. Frequency during organizational change, it is important to communicate frequently with those involved and impacted by the change. First, the rise in the average mergerintensity accompanied an increase in the size of the firm. The merger is conditioned upon, among other things, approval by two. Annaly nly closes mtge merger, completes exchange offer. Stella ting toomey, phd, is professor of speech communication at california state university, fullerton. Communication with stella tingtoomey and articles in communication. A merger agreement is simply an agreement between several entities in which they agree to merge into one entity. Although the biggest impacts will be felt by the acquired or merged institution.
What are the key elements of effective communication during a company merger. Strategic deal making for the new mergers and acquisitions. Through the secondstep merger, annaly has completed the acquisition of mtge, the latter becoming a wholly owned subsidiary of the. While these transactions can yield big dividends, they present unique challengesparticularly when it comes to integration. Select multiple pdf files and merge them in seconds. Beginning at the premerger stage, the 1focus 7step process drives the integration from a top down bottom up approach in an organic, collaborative process. In order for the transition to be smooth, a well thought out merger and acquisition communication plan is a vital component. The term identity in the identity negotiation theory int refers to an. Too often the communication starts too late and doesnt deal sufficiently with the postmerger integration issues. Mergers and acquisitions in tech, media and telecom. Postmerger intercultural communication in multinational.
Professors stella tingtoomey and john oetzel define face as. The theory posited face, or selfimage when communicating with others, as a universal phenomenon that pervades across cultures. Understanding intercultural communication by stella tingtoomey. International journal of management science and business administration, 36, 2327. Appendix b is a sample time and responsibility schedule for a merger being accomplished pursuant to a form s4 registration statement. Enhance your communication with the intercultural basics ces. Getting the merger communications strategy right mckinsey. Everybody has an opinion, and all the rules of gossip prevail. A strong communications strategy and plan promote business continuity by ensuring that the right messages are communicated and reinforced to. With a wellcrated growth strategy in hand, youll be better prepared to recognize possible mergers, acquisitions or divestitures that could help shift your company toward its ultimate goals. Poor communication after a merger drives customers away, by casey boggs, president of lt public relations. Companies consolidate to remove excess capacity, increase market access, acquire technology more quickly than it could be built, develop new businesses, and improve the target companys performance.
The merger and acquisition life cycle aided by real examples case studies will offer a vivid understanding of these concepts to the reader. The author or editor of 11 books, she has published extensively on crosscultural facework, intercultural conflict, asian communication patterns, and the effective identity negotiation model. Guidance this clause is commonly seen in agreements of purchase and sale. Colony northstar resulted from the january 2017 merger between colony capital inc. Rumors start to fly as soon as people pick up the scent that a merger is in the works. What can i do to build the relationship between the two firms now so that we all survive the merger. Top 10 articles about mergers and acquisitions in 2017. Mergers and acquisitions of small businesses in a troubled economy randall l.
A brattle economist was retained by an interested third party in connection with a proposed merger of two large supermarket chains. Apart from the wavelike character and the intercontinental spread of the merger phenomenon, other characteristics are evident. E x e c u t i v e s u m m a r y m e r g e r s a s a s t r a t e g y f o r s u c c e s 2 in 88 percent of the mergers, participants felt that the postmerger organization was better off than the acquiring or. The communication role needs to begin during the preliminary stages to set the scene. Also, some unrelated merger activity is notable, especially within big business. How to keep customers from jumping ship after a merger. Mergers and acquisitions represent the ultimate in change for a business for the better. Merger agreement templates 10 free word, pdf format. Completing a successful merger can be challenging, but if you do your homework and negotiate with a sound business strategy, it will likely be easier than you think. Results of researches by the leading experts in the field provide certain contribution. Good communication is essential to successful mergers and acquisitions. This merger will give chinese users access to 15,000 hours of mtv.
Why you must tailor your communication strategy during a. Brattle obtained and analyzed industry data on store locations and sales, identified a number of relevant geographic markets where the proposed merger raised concerns regarding a lessening of competition under the merger guidelines, and. In june 2019, united technologies corporation and raytheon company entered into an agreement where the two companies would combine in an all. Other agreements may be involved, such as mutual confidentiality agreements. It is quite difficult to decide on the strategies of merger and acquisition, specially for those companies who are going to. Hartman lock haven university abstract the lack of funding available for small businesses to acquire new businesses and the lack of attractiveness of businesses to be acquired has limited the number of small business acquisitions. Contents 1 introduction 2 intercultural mergers and acquisitions 16 2. How to create and communicate your acquisition strategy. This booklet does not discuss all the investment banking considerations or legal and. Why you must tailor your communication strategy during a merger and acquisition june 2, 2016 communication is a vital component to the success of any merger and acquisition. In general, some characteristics of merger agreement templates include.
1253 184 450 812 342 15 1203 1273 860 747 316 1298 1469 177 432 745 800 541 1285 867 232 1300 1140 1380 366 285 825