1strategic alliance
a voluntary agreement of cooperation between firms
2Contractual (non-equity-based) alliance
association between firms that is based on contracts and does not involve the sharing of ownership.
3equity-based alliance
alliance based on ownership or financial interest between the firms
4strategic investment
one firm investing in another as a strategic investor
5cross-shareholding
both firms investing in each other to become cross-shareholders
6Acquisition
transfer control of operations and management from one firm (target) to another (acquirer) the former becoming a unit of the latter
7Merger
the combination of operations and management of two firms to establish new legal entity
8due diligence
investigation prior to signing contracts (informal rules of the game, as cultural and more)
9real option
an investment in real operations as opposed to financial capital
10learning race
Alliance partners aim to outrun each other by learning the "tricks" from the other side as fast as possible
11Acquisition premium
the difference between acquisition price and market value of target firms
12Relational (collaborative) capability
Ability to manage interfirm relationships
13strategic fit
the effective matching of complementary strategic capabilities
14organizational fit
the similarity in cultures, systems, and structures
15learning by doing
A way of learning not by reading books but by engaging in hands-on activities
16hubris
overconfidence in one's capabilities
17Managerial 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
18Contractual (nonequity-based) alliance
Association between firms that is based on contracts and does not involve the sharing of ownership.
19Equity Based Alliance
Alliance based on ownership or financial interest between firms.
20synergistic motives
my capabilities with yours- more advantage
21Why do 70% of acquisitions fail?
over paying, failing to consider strategic fit, and failing to integrate
22Pre-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)
23Post-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)
24How to improve the success when doing alliance
- contract versus chemistry
- warning signs
- invest in the relationship
- conflict resolution mechanisms
25How 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