Deals from Hell: M&A Lessons that Rise Above the Ashes
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Review
"engages in the kind of candid thinking that has long been missing from the high stack of books." ("The Wall Street Journal," May 26, 2005)
"According to the author, six key elements embedded in disasters are 'complexity, tight coupling, management choices, cognitive biases, business not as usual, and failure of the operational team.' In unison, these are lethal, he cautions. 'Systems that adapt well to error anticipate it, actively seek information, use checkpoints to control the spread of error, and invite countervailing forces to oppose error.' So, what's the insight for businesses? 'Design of organisation structures and business processes could employ similar principles to thwart M&A failures, ' counsels Bruner. Part II of the book has ten case studies, including AOL-Time Warner, Mattel-The Learning Company, and Renault-Volvo. Part III is about conclusions and implications'. Bruner dins in before parting: 'The growth that matters is growth in economic value. The rest is smoke.' Fiery read!" -- D. Murali, The Hindu Business Line
Product Description
A detailed look at the worst M&A deals ever and the lessons learned from them
It′s common knowledge that about half of all merger and acquisition (M&A) transactions destroy value for the buyer′s shareholders, and about three–quarters fall short of the expectations prevailing at the time the deal is announced. In Deals from Hell, Robert Bruner, one of the foremost thinkers and educators in this field, uncovers the real reasons for these mishaps by taking a closer look at twelve specific instances of M&A failure. Through these real–world examples, he shows readers what went wrong and why, and converts these examples into cautionary tales for executives who need to know how they can successfully navigate their own M&A deals. These page–turning business narratives in M&A failure provide much–needed guidance in this area of business. By addressing the key factors to M&A success and failure, this comprehensive guide illustrates the best ways to analyze, design, and implement M&A deals. Filled with in–depth insights, expert advice, and valuable lessons gleaned from other M&A transactions, Deals from Hell helps readers avoid the common pitfalls associated with this field and presents them with a clear framework for thinking about how to make any M&A transaction a success.
It′s common knowledge that about half of all merger and acquisition (M&A) transactions destroy value for the buyer′s shareholders, and about three–quarters fall short of the expectations prevailing at the time the deal is announced. In Deals from Hell, Robert Bruner, one of the foremost thinkers and educators in this field, uncovers the real reasons for these mishaps by taking a closer look at twelve specific instances of M&A failure. Through these real–world examples, he shows readers what went wrong and why, and converts these examples into cautionary tales for executives who need to know how they can successfully navigate their own M&A deals. These page–turning business narratives in M&A failure provide much–needed guidance in this area of business. By addressing the key factors to M&A success and failure, this comprehensive guide illustrates the best ways to analyze, design, and implement M&A deals. Filled with in–depth insights, expert advice, and valuable lessons gleaned from other M&A transactions, Deals from Hell helps readers avoid the common pitfalls associated with this field and presents them with a clear framework for thinking about how to make any M&A transaction a success.
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Most Helpful Customer Reviews
2 of 2 people found the following review helpful
Format:Hardcover
I used Prof Bruner's earlier publication when writing my dissertation and thesis on M&A, and wanted to read an update.
This hit the mark for me. Some of the situations he writes about I actually lived through (different firms), and can verify so much of as truth.
I used a bubble map of his ideas on 'what went wrong' to show 'what not to do' and it produced interesting guidance on where to spot weaknesses in M&A.
Based on this book, it has inspired me to write of my own accounts.
This hit the mark for me. Some of the situations he writes about I actually lived through (different firms), and can verify so much of as truth.
I used a bubble map of his ideas on 'what went wrong' to show 'what not to do' and it produced interesting guidance on where to spot weaknesses in M&A.
Based on this book, it has inspired me to write of my own accounts.
Format:Paperback
Despite a number of booboos - author's insistence on market efficiency at the start of the book and then at the end he is optimistic about investors finally learning lessons (this was just before the subprime mess) - there is a lot to take home in the case studies presented here, enough to make me glad I read this. The basic M&A problems that come up again and again: hubris, egos, incompatible corporate cultures, haste, more money than sense, blood sucking banking squids, bosses deaf to anyone not kissing their backsides, incompetent consultants, pie-in-the-sky projections and humankind's fervid hunger for magic solutions. There but for the grace of God ...
Most Helpful Customer Reviews on Amazon.com (beta)
Amazon.com:
10 reviews
21 of 21 people found the following review helpful
From an M&A pro, this is worth reading--
22 Aug 2005
Format:Hardcover
I'm an M&A pro with 15 years and 30+ deals.
This book is easy to read and offers some good ideas. Most importantly, he pushes back against the common wisdom that "most deals fail", on the premise that analyses of failure are often simplistic and quoted without understanding the causes of failure. His view is that the deals that fail do so because of "perfect storm" events, where multiple problems conspire to knock the underpinnings out of what the dealmakers thought were best laid plans. To set up his ideas, he uses as examples some great disasters, such as Bhopal, Chernobyl and a few others, where a sequence of individually avoidable errors was required to ultimately cause the disaster. He discusses the errors by type and gives key points to consider. It's not nuts and bolts - his issues are at the "you're-in-charge" strategic level.
The book is built in three distinct segments. The first section, heavily footnoted, reviews a lot of the academic literature about why certain deals fail. But wait - don't nod off yet. Bruner organizes his thoughts to keep it focused and accessible: this is written for people who do deals, not those who pontificate about them. He sorts the analyses into about 20 variables that individually may not matter a lot. But, as they line up against you, the deal begins to list to leeward more than a few degrees. A lot more.
So how is this useful, beyond giving us some thoughtful warnings about structuring deals? Well, consider that we all work with executives and investors that don't do deals every day. Convincing them, with confidence, that deals can be structured to work can be tough. This section not only gives you a list of good ideas, it supports them with reference to studies. And most importantly, it gives support that more deals do well than everyone thinks, and that focusing on certain items improves the likelihood of success. No, you don't use it to cite a paper to the CEO (good luck with that, my friend), but you can say, for example, that using earnouts drives statistically higher deal returns, even as your Counsel argues against them "because you always get sued".
The second section is case studies of failed deals. Again, don't run screaming from the idea of returning to B-school a bit. They read more like war stories than cases (thank goodness). From the Columbia-Sony deal, through AOL-Time Warner, to Tyco's acquisition program, these are readable, and best of all, you don't have to submit an analysis to the prof. Bruner reviews each one, discussing the events that sank them (and sometimes their companies) and finding common threads that give plenty of food for thought to the M&A pro.
The last section is "How to Avoid the Deals from Hell". Helpful summary, but I'll leave it to those who are interested enough to buy it and read it. Suffice it to say, the book gives a lot of good, if general, ideas for the practitioner.
And even if you're too busy or lazy to read it, it's a great conversation starter as it sits on your desk.
This book is easy to read and offers some good ideas. Most importantly, he pushes back against the common wisdom that "most deals fail", on the premise that analyses of failure are often simplistic and quoted without understanding the causes of failure. His view is that the deals that fail do so because of "perfect storm" events, where multiple problems conspire to knock the underpinnings out of what the dealmakers thought were best laid plans. To set up his ideas, he uses as examples some great disasters, such as Bhopal, Chernobyl and a few others, where a sequence of individually avoidable errors was required to ultimately cause the disaster. He discusses the errors by type and gives key points to consider. It's not nuts and bolts - his issues are at the "you're-in-charge" strategic level.
The book is built in three distinct segments. The first section, heavily footnoted, reviews a lot of the academic literature about why certain deals fail. But wait - don't nod off yet. Bruner organizes his thoughts to keep it focused and accessible: this is written for people who do deals, not those who pontificate about them. He sorts the analyses into about 20 variables that individually may not matter a lot. But, as they line up against you, the deal begins to list to leeward more than a few degrees. A lot more.
So how is this useful, beyond giving us some thoughtful warnings about structuring deals? Well, consider that we all work with executives and investors that don't do deals every day. Convincing them, with confidence, that deals can be structured to work can be tough. This section not only gives you a list of good ideas, it supports them with reference to studies. And most importantly, it gives support that more deals do well than everyone thinks, and that focusing on certain items improves the likelihood of success. No, you don't use it to cite a paper to the CEO (good luck with that, my friend), but you can say, for example, that using earnouts drives statistically higher deal returns, even as your Counsel argues against them "because you always get sued".
The second section is case studies of failed deals. Again, don't run screaming from the idea of returning to B-school a bit. They read more like war stories than cases (thank goodness). From the Columbia-Sony deal, through AOL-Time Warner, to Tyco's acquisition program, these are readable, and best of all, you don't have to submit an analysis to the prof. Bruner reviews each one, discussing the events that sank them (and sometimes their companies) and finding common threads that give plenty of food for thought to the M&A pro.
The last section is "How to Avoid the Deals from Hell". Helpful summary, but I'll leave it to those who are interested enough to buy it and read it. Suffice it to say, the book gives a lot of good, if general, ideas for the practitioner.
And even if you're too busy or lazy to read it, it's a great conversation starter as it sits on your desk.
18 of 20 people found the following review helpful
Useful Examples In A Dry Presentation
17 July 2005
Format:Hardcover
In general, I found this book a worthwhile expenditure of time. I am not an M&A professional, but I work for a company which has made several acquisitions and some of the issues in this book are common to many M&A deals.
It's obvious that the book was written by a college professor, and the footnotes should be read as well as the chapters to get the full picture. At the same time, the case studies seem to be well chosen to exemplify the classes of problem he addresses.
The book starts with a comparison of M&A problems to other fiascos and disasters. This is useful up to a point - I did not find it overdone, although it's not a typical start to a business book. The author then outlines six areas which cause M&A disasters. Some, like financing complexity, are obvious. Others, like "Tight coupling" of business operations, are less so, but worth the time to consider.
The rest of the book comprises chapters dealing with various problem mergers. These are usually presented in contrast to a successful merger or acquisition later in the chapter, illustrating how some of the pitfalls in the fiasco were avoided in another, similar M&A deal.
I would have liked to see more about how to evaluate synergy in M&A deals - but that's probably another book.
If you or your company have anything to do with M&A, this will probably be a worthwhile read. The presentation is dry, but the cases are a good selection, and the author's points merit consideration. It will certainly give me some food for thought when my company makes another acquisition!
It's obvious that the book was written by a college professor, and the footnotes should be read as well as the chapters to get the full picture. At the same time, the case studies seem to be well chosen to exemplify the classes of problem he addresses.
The book starts with a comparison of M&A problems to other fiascos and disasters. This is useful up to a point - I did not find it overdone, although it's not a typical start to a business book. The author then outlines six areas which cause M&A disasters. Some, like financing complexity, are obvious. Others, like "Tight coupling" of business operations, are less so, but worth the time to consider.
The rest of the book comprises chapters dealing with various problem mergers. These are usually presented in contrast to a successful merger or acquisition later in the chapter, illustrating how some of the pitfalls in the fiasco were avoided in another, similar M&A deal.
I would have liked to see more about how to evaluate synergy in M&A deals - but that's probably another book.
If you or your company have anything to do with M&A, this will probably be a worthwhile read. The presentation is dry, but the cases are a good selection, and the author's points merit consideration. It will certainly give me some food for thought when my company makes another acquisition!
7 of 7 people found the following review helpful
Important Lessons for Everyone
28 April 2005
Format:Hardcover
Professor Bruner's new book is brimming with important ideas for managers, policymakers, and academics alike. Ten failed mergers are discussed in depth ranging from Penn Central in 1968 to Tyco in 2002. Each case study includes both quantitative and qualitative evaluations of the component companies and the results of their mergers. The author's facility with case studies has been honed over thousands of cases, and his experience shows in his well-rounded discussions.
This book seems targeted at a professional audience-- it digs deep enough to inform even the most knowledgeable managers and academics-- but it is also readable by a general audience. The ten case studies present compelling narratives of major failures that changed the way everyone does business. Even those without any particular interest in management will find the history interesting. A close reading of this book will especially benefit policymakers who are concerned by the social costs of business failure.
In a field where the stakes are tremendously high, it's important to learn why the major failures have occurred. "Deals from Hell" is the perfect teacher.
This book seems targeted at a professional audience-- it digs deep enough to inform even the most knowledgeable managers and academics-- but it is also readable by a general audience. The ten case studies present compelling narratives of major failures that changed the way everyone does business. Even those without any particular interest in management will find the history interesting. A close reading of this book will especially benefit policymakers who are concerned by the social costs of business failure.
In a field where the stakes are tremendously high, it's important to learn why the major failures have occurred. "Deals from Hell" is the perfect teacher.
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