Chapter 12 Making Alliances Work

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1
strategic alliance
a voluntary agreement of cooperation between firms
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Contractual (non-equity-based) alliance
association between firms that is based on contracts and does not involve the sharing of ownership.
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equity-based alliance
alliance based on ownership or financial interest between the firms
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strategic investment
one firm investing in another as a strategic investor
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cross-shareholding
both firms investing in each other to become cross-shareholders
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Acquisition
transfer control of operations and management from one firm (target) to another (acquirer) the former becoming a unit of the latter
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Merger
the combination of operations and management of two firms to establish new legal entity
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due diligence
investigation prior to signing contracts (informal rules of the game, as cultural and more)
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real option
an investment in real operations as opposed to financial capital
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learning race
Alliance partners aim to outrun each other by learning the "tricks" from the other side as fast as possible
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Acquisition premium
the difference between acquisition price and market value of target firms
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Relational (collaborative) capability
Ability to manage interfirm relationships
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strategic fit
the effective matching of complementary strategic capabilities
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organizational fit
the similarity in cultures, systems, and structures
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learning by doing
A way of learning not by reading books but by engaging in hands-on activities
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hubris
overconfidence in one's capabilities
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Managerial motives
Managers' desire for power, prestige, and money, which may lead to decisions that do not benefit a firm over-all in the long run
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Contractual (nonequity-based) alliance
Association between firms that is based on contracts and does not involve the sharing of ownership.
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Equity Based Alliance
Alliance based on ownership or financial interest between firms.
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synergistic motives
my capabilities with yours- more advantage
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Why do 70% of acquisitions fail?
over paying, failing to consider strategic fit, and failing to integrate
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Pre-acquisition: over paying for targets
- managers overestimate ability to create value
- inadequate pre-acquistion screening
- poor strategic fit

- lack of familiarity with foreign cultures, institutions, and business systems
- inadequate number of worthy targets
- nationalistic concerns against foreign takeovers (political and media levels)
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Post-acquisition: failure to integrate
- poor organizational fit
- failure to address multiple stakeholder groups' concerns

- clashes of organizational cultures compounded by clashes of national cultures
- nationalistic concerns against foreign takeovers (firm and employee levels)
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How to improve the success when doing alliance
- contract versus chemistry
- warning signs
- invest in the relationship
- conflict resolution mechanisms
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How to improve the success when doing acquisition
Pre:
- do not overpay for targets, and avoid a bidding war when premiums are too high
- engage in thorough due diligence concerning both strategic and organizational fit

post:
- address the concerns of multiple stakeholders, and try to keep the best talents
- be prepared to deal with roadblocks thrown up by people whose jobs and power may be jeopardized
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