Tag Archives: Interests

How Do You Negotiate a Merger? Eleven Points

Situation: A company is considering a merger with a smaller company. What are the important considerations to take into account in considering and negotiating a possible merger? How do you negotiate a merger?

Advice from the CEOs:

  • Look for synergies between the companies. During the negotiation, emphasize these and the mutual benefit available to both companies.
  • In a merger between a larger and smaller company look for the key motivations of each party. What does the smaller company have that the larger company wants? How much is that worth to them? Make a list.
  • Consider combining vs. merging. An alliance can be mutually beneficial while allowing both companies to retain independent ownership.
  • Look at earn out options in a purchase scenario. What are the possible terms and the financial implications of these?
  • Beware of the distraction that a merger will present to current day-to-day operations.
  • Identify other parties with whom mergers are possible. Why is the target partner better?
  • Partner prior to the merger – how do the two companies play together in the sand box? This can reveal cultural differences and differences in focus that will impact the value of the merger.
  • Consider an LLP option – a third Company that is the owner of the two merged companies. This may present tax and other advantages.
  • Look at Product vs. Service
    • Product is always worth something.
    • When service stops, it is worth nothing.
    • Key players must work together well or the service evaporates.
  • Never assume what the other party’s interests are. Make sure that both interests and priorities are discussed and evaluated during discussions between the parties.
  • Ask clarifying questions anytime a topic is raised that requires additional understanding.

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How Do You Improve Communications and Quality? Five Points

Situation: A company has a good team to support its projects. They work together well and demonstrate good work habits. However, communication between team members, and between certain team members and management is challenging, particularly when performance issues are involved. How do you improve communications and quality?

Advice from the CEOs:

  • What has been tried?
    • Once a month, The CEO plans an outside event for the team, for example a long dinner in a nice location.
    • During the latest event, the team members started opening up to one-another and to the CEO. They were much more open than they are at work.
  • Are the concerns about communication within teams, between teams, or between teams and management?
    • Several team members are relatively new. A few others are long-term and often fail to perform to standards. This group frequently has issues and it takes their foreman’s time to address these. This frustrates the foreman.
  • How should the CEO deal with this situation?
    • The foreman is a long-term employee who reports directly to the CEO. It is the responsibility of the CEO to develop a solution that serves the interests of the company.
    • For example: the company lives and breathes on customer satisfaction. Any worker with a pattern of substandard work negatively impacts both the image and value of the company.
    • Further, distracting the foreman from his primary responsibilities impacts his ability to complete other work demands.
  • Try the following solution:
    • Explain the problem and the negative impact that this has on the company.
    • Establish a policy that workers are responsible for assuring that work meets standards before completing a job.
    • Establish a list of specific standards for work and checklists to assure that the work is complete and meets standards.
    • Establish and publish a policy that if a Foreman or supervisor finds work performed below standard this will result in a warning to the worker. Continued performance of substandard work becomes grounds for termination. Misrepresentation of work quality is grounds for immediate termination.
    • Ask key managers, supervisors and foremen for input on the policy.
    • Once the policy is finalized, post it, provide all employees with a copy of the policy, and make sure that it is openly communicated to them both verbally and in writing.
  • If any worker currently presenting problems persists in this behavior, the company will have established a policy and procedure for disciplinary action and, if necessary, termination.

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How Do You Motivate a High-potential Individual? Five Points

Situation: A CEO has a high-potential manager who heads a remote office of the company. This individual seems most comfortable with hands-on work, but the CEO believes that she has the talent to grow into a superb manager with broader responsibility within the company. How do you motivate a high-potential individual?

Advice from the CEOs:

  • The key is the motivation and ambition of the individual. Without this the individual will not make a successful move in the direction that is sought. Understand and respect her goals and interests.
    • Two books by William Ury may help: Getting to Yes and Getting Past No.
    • The potential danger is the Peter Principle – that the individual will get promoted to their level of incompetence.
  • Does this individual have a talented subordinate who could take on additional responsibility – to back-fill for her as she takes on new responsibilities?
    • The process of training an individual like this will become an important growth exercise for her as a manager.
  • If the individual agrees that she wants more responsibility, look for a mentor for her, or hire a trainer to work with her to facilitate the process.
  • If she is amenable to the move that the CEO envisions, establish written SMART objectives to guide her development and assumption of new responsibilities. This will give her a road map to success.
    • SMART Objectives – Specific Measurable Attainable Relevant and Time-bound
  • If she prefers her current track and responsibilities to the vision that the CEO has for her, the CEO may want to develop her subordinate to fill the desired role.
    • There are many cases in which a talented subordinate has surpassed not just one but many of their supervisors.

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How Do You Engage People in a New Offering? Eight Points

Situation: A founder has created a new social media offering. The concept is to attract individuals with complimentary interests and have them engage each other for mutual benefit as a better source of information and connections. Implied trust is an important component of these connections. How do you engage people in a new offering?

Advice from the CEOs:

  • People are willing to experiment with a new social media offering – in this case because they like to help others. It makes them feel good and they like the role of helping others.
  • People are always seeking good talent. If this does a better job helping them to find good talent, they will try it out.
  • Hiring managers prefer to pass on a resume of someone known to them because a bad referral could reflect badly on them. Strengthen this aspect of the offering through information gathered from participants.
  • A small pool is a negative. Broaden the pool to include those who are looking to step up their careers. Think of this as people-to-people direct hiring and use a social approach with broad appeal. This will increase the number of people willing to play.
  • Be the place where people can come to help others. Add additional tags – help to build confidence and get inspiration. Getting a job happens as a consequence.
  • The element of trust and relationship is important to many – 40% of early users of the current network express this. Assure that the value proposition is also attractive to the 60% who are not concerned about this.
  • The network will build on the energy from the emotional play.
  • Expand the options for how people can help. Investigate allowing trusted referral relationships within the system. Allow people to refer trusted people in their own networks. This can include people who “I would trust to refer good people.”

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Can You Do Business With Competing Companies? Three Guidelines

Situation: A company has received RFPs from two companies who regularly do business with each other, but who are also competitors. The projects specified by the two RFPs might compete with each other. Under the terms of the two RFPs, the company can not disclose the existence of either RFP to the other company.  Can you do business with competing companies, and how do you protect the company if you do?

Advice from the CEOs:

  • The principal concern for the Company will be assuring that there is no violation of the CDAs that you have with each company.
    • Assign the RFPs to two different groups within the Company, with strict instructions that they must maintain their respective client’s confidentiality both internally and externally.
    • Emphasize the importance of confidentiality in responding to the RFPs to the Project Manager responsible for responding to each RFP.
  • Respond to both RFPs, but do so such that if both projects are contracted you can disclose this to both companies.
  • Prepare a set of talking points – the same talking points – to both companies and disclose the situation to both immediately after the project has been contracted.
    • Let them know what happened, share the timeline, share your obligations under your CDAs with both companies, let them know what you did internally to preserve their confidentiality, and that as soon as you were able – i.e., as soon as both projects was contracted – you informed them of the situation.
  • Companies commonly get involved in similar situations. The beauty is that you get business under either scenario. The challenge is that you must take all steps necessary to assure that the interests of both potential customers are preserved.
  • If you can successfully demonstrate to both companies that you have acted in an honorable fashion, they are more likely to trust you to do the same in the future.

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