Life is a tapestry woven with threads of professional aspirations, personal connections, and the unexpected turns that major life events bring. As managers, executives, and leaders, our journey through these moments demands more than mere navigation—it calls for a reflective approach that aligns our actions with our ‘why.’ These events, be it the passing of loved ones, taking a career break, or embracing personal time, not only test our intuition but remind us of the deeper purpose that drives our careers. It’s during these times that we truly see the power of leadership transcending transactions to transformation.
Discovering Our ‘Why’ Amid the hustle and bustle of work, it’s easy to lose sight of our ‘why.’ These major life events serve as poignant reminders that there’s more to our careers than earning a living. It’s about the positive impact we can create, the lives we touch, and the legacies we leave. Reflective leaders recognise these moments as opportunities to reconnect with their core values, reigniting their sense of purpose and reinvigorating their commitment. Prioritising Personal and Professional Balance Navigating major life events requires an understanding that leaders are not invincible. Taking time for family, healing, or self-discovery doesn’t signify weakness; it exemplifies strength and authenticity. Reflective leaders acknowledge that their role doesn’t make them immune to life’s ups and downs. By embracing these experiences, they set an example that encourages others to prioritise well-being and balance, ultimately fostering a healthier work environment. Leading with Authenticity In an age of polished personas, leaders who authentically share their vulnerabilities during major life events become beacons of genuine leadership. By openly discussing their experiences, they create an environment where empathy thrives, and human connections deepen. This transparency breaks down the barriers between hierarchies, fostering a culture of trust and mutual support. It’s also known as being real! Team Alignment and Purpose Reflective leaders understand that their personal connectedness to their ‘why’ needs to extend to the entire team. Major life events can spark conversations about the greater purpose behind the work everyone contributes to. By fostering a shared sense of purpose and vision, leaders unite their teams around a common goal that transcends day-to-day tasks, creating a cohesive and motivated workforce. Impact on the Bigger Picture These life events remind us that we’re all threads in the fabric of a larger system. Reflective leaders contemplate the ripple effect their actions have on the organisation’s overall health. Embracing personal time when needed not only exemplifies self-care but acknowledges the importance of sustainable leadership practices that ultimately benefit the entire system. Benefits of Reflective Leadership A reflective approach to leadership during major life events yields multiple benefits. Firstly, it fosters a sense of psychological safety within the team, encouraging open conversations about challenges and life beyond work. This, in turn, boosts team morale, collaboration, and overall performance. Secondly, it strengthens the leader’s bond with the team, enhancing trust and loyalty. Lastly, it demonstrates the leader’s commitment to holistic well-being, setting a precedent for a healthier, more sustainable work culture. But perhaps most importantly it’s about being a real person contributing to the greater good. Putting other people first. Living an authentic life. I hope more leaders can do this in future.
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In the challenge of sustainable growth, small enterprises face the challenge of evolving their systems and processes to meet the demands of the future. This transformation often hinges on the implementation of a new Information and Communication Technology (ICT) roadmap—a daunting feat that can send shivers down the spines of even the most seasoned staff. As businesses, particularly those with a core focus on service and product delivery, navigate this uncharted terrain, the importance of an appropriate program management approach cannot be overstated. This approach, encompassing strategic oversight, governance structures, and change management, serves as the compass guiding these businesses toward success while mitigating the risk of project failure.
Strategic Direction through Governance Structures Effective program management starts at the top, with strategic direction and governance structures that provide clear oversight. For small growing companies, this might involve the establishment of a sub-committee of the Board, dedicated to overseeing the ICT roadmap and its implementation. This sub-committee can ensure alignment with the company's overall strategic goals and provide the necessary resources and guidance to keep the program on track. Steering Committee: The Compass of Execution A crucial element of the program management approach is the formation of a Steering Committee. Comprising key stakeholders, this committee is responsible for providing ongoing guidance, decision-making, and risk management. It bridges the gap between the overarching strategy and day-to-day execution, ensuring that the program's objectives remain in focus while adapting to unforeseen challenges. Program Management Team: The Engine of Implementation The program management approach for small growing companies necessitates a dedicated Program Management Team. This team drives the implementation process, coordinates tasks, manages resources, and maintains communication across all levels of the organisation. Their role is to execute the roadmap efficiently while proactively identifying and addressing any roadblocks that might impede progress. Mitigating Risk and Ensuring Success An appropriate program management approach is a risk mitigation strategy in disguise. By providing a structured framework for decision-making, accountability, and communication, it reduces the likelihood of costly project failures. The Steering Committee's oversight ensures that strategic objectives remain in sight, while the Program Management Team's diligent execution keeps the program on schedule and within budget. Inclusivity and Change Management: The Heart of Success Change management is not a checkbox—it's a transformative way of engaging staff throughout the program's journey. As small enterprises undergo technological and operational shifts, the buy-in and active participation of employees are paramount. An inclusive approach to program management fosters a sense of ownership and collaboration, making the transition smoother and reducing resistance to change. In the intricate dance of business growth and acquisition preparation, access to the right advice is the compass that guides success. For owners of private companies who envision a strategic exit strategy, crafting a governance system that maximises the value of their business is paramount. Enter the world of Advisory Boards—a dynamic tool that can profoundly shape a company's trajectory without the full legal weight of a Governance Board. In this article, we'll explore the relative merits of establishing an Advisory Board, the nature of its role, and the types of skills and individuals that can make it a powerful asset.
Specialised Expertise and Insight An Advisory Board functions as a reservoir of specialised expertise. It's a gathering of accomplished individuals with deep knowledge in specific areas, such as strategy, technology, finance, or industry trends. These experts bring a wealth of insight to the table, providing the business owner with a robust and well-informed perspective. Their guidance can illuminate blind spots, uncover new opportunities, and challenge conventional thinking. Flexible and Targeted Focus One of the distinct advantages of an Advisory Board is its adaptability. Unlike a permanent Governance Board, an Advisory Board can be assembled for a limited time, focusing on a specific issue or challenge facing the company. This tailored approach ensures that the board's expertise aligns precisely with the current needs and objectives of the business. Whether it's refining a growth strategy or evaluating the viability of a new technology, an Advisory Board brings focused firepower to the task at hand. Idea Road Testing and Alternative Perspective An Advisory Board serves as a robust sounding board for the owner's ideas. It's a forum to road-test innovative concepts, dissect potential risks, and refine strategies. The diverse viewpoints brought by Advisory Board members introduce alternative perspectives that can be incredibly valuable. This injection of fresh thinking helps the business owner make more informed decisions, which is particularly critical when positioning the company for acquisition. Strictly Advisory Role Crucially, an Advisory Board carries no legal or decision-making capabilities. It's a consultancy force, offering advice, insights, and recommendations. This structure ensures that the business owner retains full control over the company's direction and decision-making processes. It's an ideal middle ground for owners who aren't yet prepared to establish a Governance Board with independent directors and fiduciary responsibilities but still seek invaluable external input. Types of Skills and Individuals Selecting the right individuals for an Advisory Board is essential. Look for experts who possess skills directly relevant to the company's goals. This might include seasoned industry veterans, technology innovators, financial wizards, or strategic gurus. The diversity of expertise ensures comprehensive coverage of critical areas. It's also wise to seek individuals who are not just knowledgeable but also exceptional communicators, capable of articulating their insights clearly and constructively. The Importance of an Independent Board of Directors for Private Companies Seeking Acquisition9/8/2023 In the competitive landscape of today's business world, private companies looking to grow and position themselves for acquisition must prioritise sound governance practices. One pivotal aspect of good governance is establishing an independent Board of Directors, comprising individuals with no direct ties to the company. This article explores the relative merits and business benefits of implementing an independent Board of Directors for private companies seeking to be ready for sale.
1. Objective Decision-making: An independent Board brings impartiality to the decision-making process. Directors without any financial or personal interests in the company can objectively evaluate strategies, acquisitions, and potential sale offers, ensuring decisions are made in the best interest of the company as a whole, and not influenced by individual agendas. 2. Enhanced Credibility: When potential buyers conduct due diligence, an independent Board instils confidence in the company's operations and governance. Buyers are more likely to view the company as a well-managed, low-risk investment, leading to more favourable acquisition terms and increased interest in the acquisition. 3. Strategic Expertise: An independent Board often consists of seasoned professionals from diverse backgrounds. Their collective expertise can provide invaluable guidance on strategic matters, business development, and navigating complex markets, thereby bolstering the company's growth prospects. 4. Transparency and Accountability: The presence of an independent Board promotes transparency and accountability. Regular meetings, comprehensive reporting, and thorough evaluations ensure that the company's performance is well-monitored and that management remains accountable for their actions and decisions. 5. Risk Management: Independent Directors can help identify and mitigate potential risks, both operational and financial, improving the company's resilience and attractiveness to potential acquirers. Robust risk management practices add value to the company and reassure buyers of its long-term viability. 6. Alignment with Best Practices: Operating with an independent Board aligns the company with best governance practices, demonstrating a commitment to adhering to high industry standards. This alignment enhances the company's reputation and can be a compelling factor for potential buyers seeking well-governed and sustainable investments. 7. Efficient Exit Strategy: A well-structured independent Board can facilitate the company's exit strategy by actively assisting with the sale process. They can engage with potential buyers, negotiate terms, and address any concerns buyers may have, ensuring a smoother transition. 8. Attracting Investors: As the company gears up for acquisition, having an independent Board in place can attract investors looking for businesses with strong governance practices. Institutional investors, private equity firms, and venture capitalists often prefer companies that demonstrate a commitment to effective governance. 9. Long-term Growth: The benefits of an independent Board extend beyond acquisition readiness. The counsel and oversight provided by independent Directors can foster long-term sustainable growth, improving the company's financial performance and increasing its overall value. In summary, establishing an independent Board of Directors is a strategic move for private companies preparing for acquisition. The impartiality, credibility, and expertise an independent Board brings contribute to effective governance, risk management, and long-term growth. By prioritizing strong governance practices, private companies can position themselves as attractive acquisition targets, navigating the acquisition process with confidence and realizing the full potential of their business endeavours. In the last few years, many companies and funds have been seeking productive and value accretive growth opportunities. Some invested in improving capabilities and therefore performance, others sought growth through mergers and acquisitions (M&A). As a result, the last few years have seen massive growth in performance improvement advisory work (revenue growth, cost optimisation, leadership effectiveness, digital and information leverge, and extracting value from M&A) which took advantage of a massive period in M&A. According to PWC, since 2020 there was over US$12.9 trillion in deals transacted globally, including US$3.3 trillion of Asia Pacific deals, making up approximately 64,000 transactions in Asia Pacific alone. While the mega deals have slowed since their peak in 2021, there appears to be a healthier level of mid-market deals that can drive transformation and growth.
With interest rate increases, inflation, supply chain issues, a war in Europe, energy uncertainty, and other economic issues existing or looming, a recent survey by and American Bank found that 58% of survey responders from U.S. middle market companies still believe their companies will improve with 62% predicting that M&A will be the “primary growth driver.” And as transactions continue to close, the performance improvement initiatives necessary to derive planned value from existing and newly acquired businesses will continue to be critically important for the reasons outlined below. Why up to 90% of transactions fail For many businesses, mergers and acquisitions are a key tool to accelerate revenue growth through expansion into new markets, new products, new geographies as well as accelerated capability development. However, with a record-breaking volumes over the last few years, and similar activity in the first half of 2023, how many of these transactions are truly successful and create value for shareholders? Studies have shown that between 70% and 90% of transactions are not successful - they don’t live up to their investment thesis. A recent Harvard Business Review study reported that more than 60% of transactions actually destroy, rather than create, shareholder value and up to 90% fail to achieve their business plan. The reasons for failure are few in number but common in occurrence including: 1. Hubris and bias 2. Inadequate diligence and planning 3. Lack of integration strategy and priorities 4. Leadership and resource challenges 5. Poor communication 6. No end-state clarity 7. Slow or weak implementation Many articles have been written and are available to help managers and executives. Capable and experienced guidance is available from advisors and yet, the cycle of optimism, failure to plan, poor execution, and lost value repeats. Why does this happen repeatedly? It was a known issue 20 years ago when I wrote about it in my MBA thesis. Still the problem has not been. Why? Some of the reasons are subject to much academic research with supporting data. Although with the benefit of years of observation there are some clear signs that emerge. One reason this phenomenon repeats over and over again is, like the cause of many business failures, hubris. James Hollis, author of What Matters Most, says that “hubris, or the fantasy that we know enough to know enough, seduces us toward choices that lead to unintended consequences.” Over my time, I have seen many executives - particularly those who have been successful, operate under the mistaken impression that they are too smart to fail, that they are more insightful than what the team, data, and advisors are telling them; that because they feel it, it must be so. Continued success has thie ability to entice one’s thinking. As a result, the overconfidence in themselves and their optimism around the investment thesis can very easily bias the diligence for a deal. It can cause red flags to be ignored. It also can result in the willingness to ignore early integration planning and resourcing. The “we’ll work that out later” mentality can be pervasive in the heat of the deal. . But that can leave key team members out in the cold resulting in poor morale, lack of support for the transaction, and unwanted departures. It can also brings members of the deal team and the executive unprepared to a Day 1 post financial or contractual close without the necessary foundation for integration and success. Fortunately not every executive or fund manager lacks humility or the willingness to listen or listens with a biased perspective. Yet a majority misstep and fail when pursuing a transaction. Why else, then, might smart people repeat the same destructive pattern over and over? One core reason for this repeating challenge is the ever-present drive for growth and the fact that capital needs to be deployed to create a return. Shareholders and fund managers demand it. The adage of a “lazy balance sheet” drives a lot of bad behaviour by smart people. This is also true of financiers who are under pressure to lend, sometimes doing bad deals rather than no deals. It’s also true of companies and funds under pressure to grow. Executives have growth mandates. They often are measured and rewarded by growth oriented KPIs as well. If the goal is growth or the objective is putting capital to work, the outcome will likely miss because the starting point is wrong. The starting point for a good transaction needs to be that:
Which brings us to the last reason successful executives continue doing bad deals despite all the lessons in plain sight. It is difficult to grow a business organically and it is getting more difficult as time goes on. Price power and leverage get harder to achieve as time passes. Margins and efficiency get harder to realise with increased global connectivity and commoditisation of services. As Jim Collins, author of Good to Great said: “Good is the enemy of great.” So few achieve great because it is easier to settle for good. Of course good does not really deliver growth so transactions result as a way to grow that lack the requirements for success: a reason, synergies, cultural fit, a solid platform. In short, transactions appear to be an easier way to grow but, time and again, the destruction of shareholder value in many transactions prove that appearances are deceiving. Don't be one of the 90% OK, so you are thinking about an acquisition. You think the success criteria are there and you’ve checked yourself for hubris and that’s absent too. Great. Now how do you avoid becoming of the litany of failures? 1. Fight against bias. We tend to look at a deal. We tend to like it. We have dreams of it being a success. And, with that, have created a mental investment, a bias, that precludes us from seeing clearly. “We are all biased. Our brains were designed to be. We categorize information to store it, which means we have to make judgments. Those judgments rely on our past experiences, which, in turn shape our perspectives. They help us figure out what is safe (generally, what is known) versus where to be cautious (generally, what is unknown). So, bias always plays a role in decisions.” But, our brains don’t work brilliantly when conditions for bias exist. Nowhere is the condition for bias stronger than in risk-reward situations under stress. So, to fight against bias, be curious, be willing to re-evaluate as new data comes in; listen. Do not be so invested that you aren’t willing to pull the pin if needed. 2. Broaden due diligence and plan early. Though not to be self-serving, hire good advisors so that the people evaluating the deal aren’t you, don’t report to you, and don’t have a stake in the outcome. Be ready to hear the reasons why not. Don’t mark the naysayer as simply negative. Go broad when seeking the real issues for success. Focus on not just the financials but the market, the customers, the products/services, the systems, the foundation of the entities, and, most of all, the people, the culture. As Peter Drucker said: “culture eats strategy for breakfast”. If any of the information coming back about the combination, at any time, feels funny or off, do not ignore that feeling. Intuition can be an accurate foreteller. And, if the diligence appears positive, begin planning immediately. It will always take longer than initially expected. Also, the process of pre-planning is a form of diligence in and of itself. It is one thing to say, “Put these two things together.” It is another thing entirely to plan out the how of putting them together. In that process, it will either start to appear workable or it will start to become obvious that it won’t. Synergies aren’t created without an early plan, a talented integration team, clear priorities and communication, and outstanding project management. 3. Formalise the integration strategy and priorities. Over the course of the merger or acquisition process, good company leadership focuses on managing a meticulous due diligence process, risk assessment review, marketing testing, and capital raises to achieve close. But the integration strategy and work needed to ensure the transaction is value-add in the long-term must be initiated in tandem with the due diligence process and implemented immediately upon closing. The transaction is the wedding. The integration is the marriage. To deliver value from any transaction, it is critical that:
4. Clarify leadership and resources. Of the many transactions that come off the rails, the most frequent roadblock involves people. There will likely be conflicting points of view as there will be two sets of leadership teams with different contexts. The two sets of leaders have to decide early on who is going to be part of the integration team, who will lead what, who will stay and who will go (if there is to be consolidation), who will be privy to the planning, and who will make the tough calls when they arise. This is particularly challenging since most people are conflict averse and early in the process no one wants to give anything away lest it doesn’t work out. Yet, the paradox is this: If control is not taken and ceded, if trust is not created and relied on, the transaction that everyone wants to work stands a far greater likelihood of failing. 5. Communicate, communicate, communicate. One of the biggest failures comes from the area of communication. There can be over-steps and there can be vacuums. Both create more problems than the effort required to remedy the error. Key people internally need to be in the loop. The challenge is ensuring you select the right “key people”. But, once the hard work of selection is done, no secrets. That team of key leaders can then work out a communication strategy for the market, for customers, for vendors, for employees. The human brain can’t stand a vacuum. Absent information, people make things up to fill the vacuum and it is almost always far worse than the truth. Clear communication about the why, the how and the what it means for people is the only way to ensure you retain staff, customers and suppliers. Of course, there is a time and place for all communication. But, it is almost always earlier than you instinctively think. 6. Begin at the end and be ready to go. In the same way that a transaction needs a reason to be, a clear path from here to there needs a “there” in clear sight. A vision of what success looks like. As Stephen Covey said: “To begin with the end in mind means to start with a clear understanding of your destination. It means to know where you’re going so that you better understand where you are now and so that the steps you take are always in the right direction.” In any implementation, success depends on good people, correct and prioritised tasks, and speed. Implementing immediately post-close to prevent or solve for any integration plan gaps as quickly as possible. The leadership team and integration team must be prepared to act quickly and pivot as needed, which may include making difficult decisions regarding people and systems. 7. Finish strong. All the planning in the world accomplishes nothing if it doesn’t translate into strong integration and performance improvement implementation. Bring an open mind, a solid plan, achievable priorities, the right leaders, transparent and inclusive communication, and strong project management. The performance improvement measures that are almost always factored into an investment thesis – such as accretive revenue growth, optimised costs, the creation of an effective workforce, and integrated and modernised systems – must take place quickly and efficiently while also engaging the combined workforce for the benefit of the transaction to be realised. It’s a massive task, but it is possible. While there is no guarantee that any transaction will ultimately be a successful value-add transaction, incorporating the recommendations above can help organisations develop a strong plan and foundation for integration. If implemented properly, these steps can reduce the risk of failure of M&A deals. |
AuthorCameron is the driving force behind Huntly Capital and leverages over 30 years of corporate experience for the benefit of clients. Archives
June 2024
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