Speaking M&A code

One of my clients is a newly merged company. To prepare for the engagement, I did what any self-respecting consultant would do: I called people who have been through a merger themselves.

ManagementSpeak: We need people to be more accountable for their work.

Translation: We need subordinates to take the blame for our failures.

-- This week's contributor, concerned about being held accountable by the source of this week's entry, remains anonymous.

One of my clients is a newly merged company. To prepare for the engagement, I did what any self-respecting consultant would do: I called people who have been through a merger themselves.

One related this bizarre story: the leaders of one of two merging companies organised a formal "war school" to game out ways to end up in control of the new company. My source was quite angry about this and considered it unethical and subversive, not to mention sneaky.

Conducting a formal war school is certainly over the top -- and made my source's life quite difficult for a year or two as well. The underlying motivation, though, is predictable, and perhaps even laudable, the result of intense desire to beat the competition.

In the case at hand, one company's executives considered the merger an opportunity to create a new company with enhanced capabilities and economies of scale. The executives in the other company considered it a stratagem for beating a competitor, albeit not in the marketplace. This might make them untrustworthy; it doesn't make them unethical. "Untrustworthy" is predictive and therefore useful; "unethical" simply moralises -- a hollow luxury in the executive suite.

The odds are high you'll go through a merger or acquisition yourself. What should you do? Let's write some code (it's going to look like PL/1 -- it's been a long time since I've written real code, I'm afraid):

IF [Your future in the merged organisation is secure] OR [You've been guaranteed a generous severance package] THEN [Concern yourself entirely with making sure the merger succeeds] ELSE;

IF [You expect those leading the merger to reward those who help make it happen through promotions, bonuses and continued employment while making other arrangements for those who resist it] THEN [Concern yourself entirely with making sure the merger succeeds] ELSE;

[Don't be a schmuck];

Those leading a merger are responsible for aligning the personal best interests of managers and employees with the merger's success. What's your role in helping the process?

Don't ask anyone who works for you to be self-sacrificing.

IF [You want everyone working for you to help the merger succeed] THEN [Make it worth their while to do so] AND [Make sure they know it will be worth their while];

What -- you expect them to be loyal to a new employer they don't know, who shows no interest in being loyal to them?

Don't be a schmuck.

Send any comments to Lewis, who heads IS Survivor Training, which organises "Leading High-Performance IT". Send letters for publication in Computerworld to Computerworld Letters.

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