IBE NDIM M & a and Strategic Alliance Lecture 20

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    INTERNATIONAL BUSINESS

    MANAGEMENT

    Prof Soumitra MookherjeeLecture 20

    STRATEGIC ALLIANCES AND

    MERGERS/ ACQUISITIONS

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    International Strategic Alliances

    Agreeing to cooperate with one or more firms overseas to carry

    out a business activity, where each party would contribute itsstrengths, resources, and capabilities to the alliance

    1. Develop a common long term and common strategy

    2. Share the resources and relationship is reciprocal and

    relationships are organized along horizontal lines

    3. The efforts can be spread globally

    e.g. Philips Multiple strategic alliance across all businesssegments for blunting the forces of Japanese, America, Taiwanese,

    Korean playersin electronics sector. Not depending only in Europe

    where their assets and workforce are located.

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    International Strategic Alliances

    Advantages of strategic alliances:

    1. Sharing of investment cost and equity and capital contribution

    2. Access to tangible and intangible resources

    3. Promoting cooperation for mutual benefit

    4. Managing local cultures better and more effectively

    5. Risk reduction while operating overseas

    6. Local partners know consumer behavior and align business

    strategies accordingly

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    International Strategic Alliances

    Limitations of strategic alliances:

    1. Objective incompatibility leads to conflicts and disputes

    2. Cultural disparities leading to misunderstandings

    3. Sharing resources may nurture others at your expense4. Who owns ownership structure how much ???

    5. Profit sharing ratio --- ???

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    International Strategic AlliancesExamples of strategic alliances:

    1. STAR AIRLINES many partners like Air Canada, ANA, USA Airways,Lufthansa, Air New Zealand, Thai Airways, Singapore Airlines,

    2. INFOSYS - Global strategic alliances with leading IT firms

    Marketing Alliance to jointly deliver business solutions Technology alliance for building technical competency

    The alliance partners include IBM, ORACLE, PINNACLE, Sun Microsystems, etc

    3. RANBAXY Vs NIPPON CHEMIPHAR Joint marketing their products in Japan

    4. NIKE: Global distribution network but production outsourced subject to

    maintenance and acceptance of quality standards

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    STRATEGIC ALLIANCES: SPECTRUM OF FITMENT

    STRATEGIC FIT

    ORGANIZATIONAL FIT

    CULTURAL FITCAPABILITY FIT

    Are the objectives compatible

    Willingness to share resources,

    Assets and competencies

    Willing to succeed jointly

    Can we understand

    Can we communicate

    Same business rationale?

    Decision Making

    Control Mechanism

    Processes conducive for the JV

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    STRATEGIC ALLIANCES: CAPABILITY FITMENT

    What are the strengths and

    contributions of Partner A

    Resources

    Assets

    Competencies Complementary

    Shareable Any Gaps

    Co-investments needed?

    What are the strengths and

    contributions of Partner B

    Resources

    Assets

    Competencies

    Resources ----- Specialists, sales personnel, Capital access

    Assets ----------- Factories, service centres, fixtures, labs

    Competencies --- R&D, Quality, Skills, Expertise

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    STRATEGIC ALLIANCES: CULTURAL FITMENT

    1. Differences in Corporate Culture:

    Differences arise due to ownership structure, entrepreneurial attitude,

    management style and leadership traits.

    2. Differences in Industry Culture:

    Cultures and norms vary on the basis of the business they are engaged in e.g.

    financial services, Chemical firms, FMCG firms.

    3. Differences in National or ethnic culture:

    Differences arise due to variations in education systems, religion and social

    codes of nation, citizenship status, etc

    Usually differences noticed in Corporate and national cultures

    and they impact the alliances in different ways

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    STRATEGIC ALLIANCES: ORGANIZATIONAL FITMENT

    a) Organizational fit is strongly correlated with cultural fit.

    b) Need to assess the partner firms organization structures and systems, and

    processes.

    c) The main dimensions include:

    Degree of decentralization of decision making

    Documentation of Policies and rules

    Work ethics, work style rules and policies

    Accounting and reporting systems

    Incentive structure for motivation of employees

    Alliance is not sustainable if there is significant divergent of cultures, systems

    processes, so need to negotiate, communicate, participate in compromising,

    striking a balance and developing mutual trust.

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    GLOBAL MULTILATERAL ALLIANCES

    This is a phenomenon when global entities engage in multiplicity of alliances

    i.e. multi divisions engage in multiple alliances wit domestic and foreign firms

    Generally three types of multiple alliances approach:

    1. Alliance networks One alliance but multiple Partners contribute to

    increase reach and adopt a common standard e.g. STAR Airlines, VISA,

    SWIFT, etc

    2. Alliance Portfolios: One partner but many alliances typically a situation

    where one company enters into partnerships with multiple companies

    with different products, technologies and markets. Credit Cards Vs Oil Cos

    and Airlines.

    3. Alliance webs: Several Partners and several alliances different business

    divisions forging alliances with several partners for gaining competitive

    edge.

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    GLOBAL MULTILATERAL ALLIANCES

    The big question?

    1. How are these alliances managed Relationships with several

    partners and parties???

    2. How to make the alliance work and effective?

    3. How to cope with multiple alliances?

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    C0 - BRANDINGCo-brandingrefers to several different marketing arrangements:

    Co-branding, also called brand partnership, is when two companies forman alliance to work together, creating marketing synergy.

    the term 'co-branding' is relatively new to the business vocabulary and is

    used to encompass a wide range of marketing activity involving the use oftwo (and sometimes more) brands.

    Co-branding is an arrangement that associates a single product or servicewith more than one brand name, or otherwise associates a product withsomeone other than the principal producer.

    The typical co-branding agreement involves two or more companies actingin cooperation to associate any of various logos, color schemes, or brandidentifiers to a specific product

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    CO- BRANDINGThe objective for this is to combine the strength of two brands, inorder to increase the PREMIUM consumers are willing to pay, makethe product or service more resistant to copying, or to combine thedifferent perceived properties associated with these brands with asingle product.

    Thus co-branding could be considered to include sponsorships:

    MERU CABSVs Earth Infrastructure

    CWG & World CUP 2011 CO Sponsors

    Marlboro lends it name to Ferrari

    FMCGProducts Vs HUL

    JET AIRWAYS AND CITIBANK CROSS PROMOTIONS

    NGOs: Collaboration with Private Sector Banks

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    TYPES OF CO-BRANDING There are many different sub-sections of co-branding.

    Companies can work with other companies to combine

    resources and leverage individual core competencies, or theycan use current resources within one company to promote

    multiple products at once.

    The forms of co-branding include: ingredient co-branding,same-company co-branding, joint venture co-branding, and

    multiple sponsor co-branding.

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    TYPES OF CO-BRANDINGOne form of co-branding is ingredient co-branding. This involvescreating brand equity for materials, components or parts thatare contained within other products.

    Examples:

    Betty Crockers brownie mix includes Hersheys chocolatesyrup

    Baskin Robbins Vanilla Ice Cream and Cadburys Hot

    Chocolate Pillsbury Brownies with Nestle Chocolate

    Dell Computers with Intel Processors

    Kellogg Pop-tarts with Smuckersfruit

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    TYPES OF CO-BRANDINGAnother form of co-branding is same-company co-branding. This is when acompany with more than one product promotes their own brands togethersimultaneously.

    Examples

    Kraft Lunchables and Oscar Mayer meats

    Heinz Baked Beans and Tomato Sauce

    EXPEDIAFlights, Hotels, Vacations can offer deals separately or as a

    composite solution

    Joint venture co-brandingis another form of co-branding defined as two or morecompanies going for a strategic alliance to present a product to the target audience.

    Examples:

    British Airways and Citibank formed a partnership offering a credit card wherethe card owner will automatically become a member of the British AirwaysExecutive club

    PRIVATIZATION OF INSURANCE SECTOR

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    Brand ExtensionFinally, there is multiple sponsor co-branding. This form of co-

    branding involves two or more companies working together to

    form a strategic alliance in technology, promotions, sales, etc.

    Example:

    Citibank/American Airlines/Visa credit card partnership

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    Mergers and Acquisitions

    Transfer and merging of existing assets of a domestic firm to

    a foreign firm lead to mergers and acquisitions.

    Cross-border mergers: a new legal entity emerges by way of

    merging assets and operations of firms from more than one

    country.

    Cross-border acquisition: involves transferring management

    control/ dilution of assets and operations of a domestic

    company to a foreign firm. As a result the local firm becomes

    an affiliate of the foreign company.

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    Mergers and Acquisitions

    Examples of Global Mergers and Acquisitions:

    1. TATA CORUS

    2. ARCELOR MITTAL acquisition based growth initiative

    3. Standard Chartered Bank takeover of ANZ Grindlays worldwide

    4. Kraft Vs Cadbury

    5. P & G Vs Gillette global amalgamation

    6. Vodafone and Hutch Merger Largest deal in India

    7. Airtel Vs Zain Africa not fetching the best results

    8. Global Airlines industry series of M & As like KLM and North West

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    Mergers and Acquisitions

    Short Term Value Creation:

    1. Tax Shelter reducing tax bill following a merger

    2. Financial Engineering Debt Leverage

    3. Asset Disposals yielding returns for investments in future

    4. Immediate cost savings due to low cot of capital

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    Mergers and Acquisitions

    Long Term Value Creation:

    1. Pooling and sharing of resources

    e.g. joint manufacturing,distribution and central IT networks

    2. Promoting healthy and fair competition as capacity creation not due

    to commencement of new project but throuh merger or a takeover

    3. Economies of scale and scope

    4. Enlarged market exposure in terms of product portfolios and

    markets

    5. Higher valuation of merged firm

    6. Transfer of competencies and technologies

    7. Best Practices and efficient business processes

    8. Scope for innovation and Higher differentiation