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Mergers & Acquisitions Built Around Companies' Distinctive Strengths Significantly Outperform Other Deals, Booz & Company Study Finds

Capabilities-Driven Transactions Generated 12 Percentage Points of Annual Shareholder Return Above Other Deals (February 21, 2012)

NEW YORK, NY -- (Marketwire) -- 02/22/12 -- Mergers and acquisitions designed from the start to enhance or leverage companies' distinctive strengths significantly outperform transactions that are not capabilities-driven, according to a new study released today by global management consulting firm Booz & Company.

"This study demonstrates an important truth about mergers and acquisitions that is critically important to anyone considering growth through inorganic means: Structuring transactions with capabilities in mind can result in deals that outperform peers and that avoid 'adjacency traps.' This fact has never been more important than today, when well-trodden strategies such as seeking cost synergies represent little more than table stakes. Companies must dig deeper for successful deals, and their tool of choice should be capabilities fit," said J. Neely, Partner at Booz & Company.

Specifically, the study found that transactions designed to enhance or leverage core capabilities produced an additional 12 percentage points of annual shareholder return, on average, compared to deals with limited capabilities fit.

The study looked at 320 transactions that took place between 2001 and 2009 in eight industry sectors, calculating shareholder return over the two years post-close and incorporating post-close performance data from 2001 to 2011. These transactions included Google's acquisition of DoubleClick, which enhanced Google's own capabilities by providing it with access to a leading display ad platform, and Novartis' acquisition of Alcon, which leveraged Novartis' capabilities in science-driven innovation to further develop Alcon's contact lens and eye medicine business.


"We came up with the idea for this study based on our efforts in helping clients analyze prospective acquisitions and on our work with them to realize value during the post-merger integration process. One fact kept jumping out at us: When deals outperformed, the acquirers had used capabilities as a central theme in analyzing target companies, exploring what they themselves did well first and then looking for a good fit with those strengths. It seemed logical that market-performance data should bear out what we had seen in the field. And, in fact, it has," said Gerald Adolph, Senior Partner at Booz & Company.

Although some industries had stronger results than others, all industries studied showed significant performance premiums for capabilities-driven transactions. The eight industries surveyed were chemicals, consumer staples, electric utilities, healthcare, industrials, information technology, media, and retail.

When taken together, the study found that transactions leveraging capabilities generated greater improvement in annual total shareholder return (+3.9 percentage points compared with market indexes) than those enhancing capabilities (+0.4 percentage points). Both of those outperformed deals with limited capabilities fit (-9.1 percentage points). Leverage deals are those in which the acquirer applies its current capabilities system to incoming products and services, and enhancement transactions are those in which the buyer acquires new capabilities to fill in gaps or respond to market changes. Limited-fit deals don't improve or apply the buyer's core capabilities in any major way and often bring the buyer products or services that require capabilities it does not have.

"The findings from this study agree perfectly with our core belief about what constitutes a company's true enabler of profitability, value creation, and competitive advantage: its capabilities system. A company that connects what it does better than anyone else to how it creates value for customers and what it sells will systematically outperform its competition. Such a company will invest in a few essential capabilities, spend less elsewhere, have a clear lens to prioritize investment and be aligned on what really matters," said Cesare Mainardi, Chief Operating Officer and CEO-elect at Booz & Company.

For more information on the study, please see the following:

For more information on capabilities-driven strategy, please see the following:

Methodology

The Booz & Company study is based on the analysis of 320 M&A deals that took place between 2001 and 2009 in eight industry sectors. It measures deal performance by comparing the total shareholder return of each acquiring company for the two years after the acquisition's completion with the TSR of the large-cap index in the country where it is based. Those indexes are the S&P 500 in the U.S., the FTSE 100 in the U.K., the CAC 40 in France, and the DAX in Germany. The data have a margin of error of plus or minus 6 percentage points.

About Booz & Company
Booz & Company is a leading global management consulting firm, helping the world's top businesses, governments, and organizations. Our founder, Edwin Booz, defined the profession when he established the first management consulting firm in 1914.

Today, with more than 3,300 people in 61 offices around the world, we bring foresight and knowledge, deep functional expertise, and a practical approach to building capabilities and delivering real impact. We work closely with our clients to create and deliver essential advantage. The independent White Space report ranked Booz & Company #1 among consulting firms for "the best thought leadership" in 2010 and 2011.

For our management magazine strategy+business, visit www.strategy-business.com.

Visit www.booz.com to learn more about Booz & Company.

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