The Illusion of Equality in Corporate Alliances, and more

Often, acquiring organizations find themselves susceptible to the 'talk merger and act acquisition' syndrome [Mitchell Lee Marks, Philip H. Mirvis]. This is another bias – or strategy, that occurs when executives publicly proclaim a merger of equals and describe both entities as prospective partners, yet they assert dominion over the target organizations by specifying terms and dictating operational methods.

The Daimler-Benz and Chrysler merger, the “Merger of Equals”, is often presented as the case in point in MBAs to illustrate this bias. At $35bn, this merger was in 1998 the largest industrial merger in history. On paper, the two companies had significantly different corporate cultures. On the one hand, Daimler-Benz had a conservative, methodical, and hierarchical culture, while Chrysler, on the other hand, had a more informal, innovative, and collaborative culture. Employees from Chrysler began to feel marginalized as Daimler-Benz’s approach and management style became predominant.

 

Steering Shift

Merely a few months post-merger, a discernible shift in the executive landscape became apparent. Top managerial positions were progressively occupied by executives from Daimler-Benz, outlining a clear change in the organizational helm. Similarly, decision-making veered towards methodologies and processes that were mostly Daimler-Benz-centric, often sidelining the inputs and expertise of their American counterpart. This shift in operational steering was seen as a manifestation of a profound change in the power dynamics within the nascent entity, revealing the dominant role of Daimler-Benz. This transition not only underscored the control hierarchy but also cast a shadow on the collaborative ethos initially envisaged in the merger blueprint. It inevitably led to a wide range of issues during the post-combination phase. The lack of a truly collaborative approach led to resistance, demotivation, and a sense of alienation among Chrysler employees. Feeling undervalued, many key Chrysler executives and employees left the company, which further exacerbated the integration issues.

 

The Brain Drain from Chrysler to Rivals

Among those who decided to opt out of the company, many went to seek brighter opportunities from various competitors. It was the path chosen by the vice President of Chrysler Corp.’s communications, and two key Public Relations (PR) executives who went to General Motors. On the operational side, Senior Vice President Platform Engineering, and Senior Vice President-International Manufacturing and Minivan Assembly Operations, left Chrysler to join Ford Motor Co. as Vice Presidents. Other significant departures include the former Manufacturing Chief; and Vice President of Corporate Communications; the Vice Chairman; and the Vice President of Engineering. These exits were seen as severe blows to Chrysler and underscored the power dynamics and the cultural discord between the merging entities.

In the automotive industry, losing key stakeholders for competitors can lead to a transfer of critical knowledge, strategies, and potentially, clientele to the rival company. This may have given the competitors a strategic advantage. These departures also negatively impacted the morale and productivity within the executive department, which led to a period of instability as the company scrambled to fill the void and mitigate the potential fallout. It also stirred media attention and speculation, especially for such a high-profile cross-border merger, which affected stock prices and the public perception of the company left behind.

This blended set of challenges, combined with the macro trend of the transition of the U.S. auto market towards the SUV era, eventually reflected in the financial performance and market valuation of the merged entity, with a significant loss of shareholder value over time. By 2006, Chrysler had cut 26,000 jobs and was still losing money. The stock price movement reflected some of the challenges faced during and after the merger, indicating investor sentiment toward its unfolding dynamics. The merger ultimately unraveled, and in 2007 Daimler sold 80.1% of Chrysler to Cerberus Capital Management, a private equity firm, for USD$7.4bn resulting in a massive USD$20+bn loss, definitely marking the end of this troubled alliance.

 

This example highlights the importance of avoiding cultural clashes and internal discord, which are among the most common pitfalls of successful M&A scenarios. This can result in the erosion of organizational capabilities through the attrition of key talent. If all deals are different and motivated by slightly different reasons or strategic purposes, one major point remains: no matter how flat, smooth, and sometimes unnoticed the buyer wants the merger to be, in reality, it is rarely the case. Even with the best of intentions, a merger does not distribute equal responsibilities within the new organization.

 

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Matthieu Quercia

Matthieu is an experienced Consultant in Digital Transformation Strategy, with a specific focus on leveraging Data Intelligence. He actively engages with renowned consulting firms in North America including Bain, BCG, Deloitte, EY, PwC, and KPMG.

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