FUSÕES E AQUISIÇÕES: UMA EXPERIÊNCIA DE INTEGRAÇÃO COM SUCESSO

Esta dissertação apresenta um estudo exploratório que tem como objetivo analisar o caso de uma experiência de integração com sucesso de uma fusão de duas empresas com estruturas organizacionais diferentes, tomando como referência a experiência internacional diante da escassez de estudos sistemáticos sobre a integração de fusões e aquisições no Brasil. O estudo se propõe a investigar como foi processada a integração entre as duas empresas buscando analisar os fatores que ocasionaram o sucesso dessa fusão. A metodologia adotada consiste na pesquisa bibliográfica e documental com observação participativa. Os dados foram obtidos por meio de documentos públicos sobre a empresa, que serviram de apoio à pesquisa realizada. Para objeto de pesquisa foi selecionada a empresa SmithKline Beecham, por ser uma empresa global com fabricas no Brasil. Os resultados obtidos apontaram que a integração da empresa foi feita com sucesso, significando que os objetivos estratégicos e de sinergias da fusão, representados por resultados financeiros, de mercado, pesquisa, desenvolvimento e lançamento de novos produtos foram alcançados. A empresa combinada, depois de terminado o processo de integração, apresentava resultados superiores do que quando as duas atuavam separadamente, comprovando que os mecanismos utilizados na integração das duas empresas funcionaram com eficácia. Entretanto, recomendamos que outros estudos como este sejam organizados na busca de novos aspectos que possam servir de suporte às decisões dos empresários quanto à adoção da abordagem estratégica das fusões e aquisições.(AU)

The strategic role of investment banks in the retailer internationalisation process: is this venture marketing?

In recent years the scale and scope of retailer internationalisation activity has grown markedly, mainly through increasing levels of cross-border merger and acquisition activity. This has been particularly prevalent among companies operating in the food retail sector. During this time, and within the context of increased merger and acquisition activity in international markets, the financial institutions have taken an increasingly prominent role in the retail internationalisation process. Explores the nature of the financial institutions’ role in the retailer internationalisation process and, specifically, the extent to which the financial institutions actually inhibit and/or promote retail international activity. A key purpose of this study is to examine some of the drivers and inhibitors of the retailer internationalisation process. Reports the findings from 30 in-depth interviews with food retail analysts of the leading investment banks in the City of London. The findings from this study should help to provide further insights into the nature of the retailer internationalisation process.

Impacto das fusões e aquisições no desempenho de empresas portuguesas

As fusões e aquisições (F&A) são operações estratégicas usadaspor empresas para fortalecer e manter a sua posição no mercado. Estas são vistas por muitos como uma forma relativamente rápida, flexível e eficiente de expandir para novos mercados, incorporar novas tecnologias e inovar. Sem essas qualidades, as empresas acreditam que é praticamente impossível ser competitivo na economia global de hoje. No entanto, o seu sucesso não é de forma alguma garantido. Perante esta incerteza de que tudo corra de forma vantajosa, o presente trabalho pretende avaliar através do estudo do impacto do processo de fusão ou aquisição o desempenho das empresas portuguesas. Procedemos a duas metodologias para chegar a uma conclusão sobre este estudo. Primeiramente foi feito o cálculo e análise de indicadores económico-financeiros antes e depois da realização da F&A e em segundo, uma análise do efeito de notícias boas e más referentes ao anúncio da mesma através da metodologia das janelas de eventos para cinco casos de F&A ocorridos em Portugal, sendo assim o método de análise baseado em casos de estudo. Foi possível verificar, regra geral, um desempenho superior das empresas adquirentes após o processo de F&A. Concluiu-se que os mercados reagem de forma distinta às boas e às más notícias e que o investidor é alvo de alterações de comportamento em termos de sentimento antes e após o anúncio. Deste modo a análise é sensível à distinção por tipos de notícias, sendo necessária a sua correta classificação. Por último, os resultados parecem indiciar que as reações do mercado acionista aos processos de F&A estão dependentes da situação económico-financeira corrente, resultado que merecerá futuramente uma análise posterior mais cuidada e profunda.

Fusões e aquisições no Brasil: Uma análise crítica do teatro de operações

Fusões e aquisições estão entre as mais relevantes e dramáticas formas de transformação organizacional. Porém, muitos destes processos falham, resultando em traumas e destruição de valor. Isto faz crer que as razões que contribuem para o seu sucesso não são bem entendidas ou não são praticadas. Este artigo apresenta uma pesquisa exploratória realizada sobre 53 casos de fusões e aquisições que ocorreram no Brasil entre 1996 e 2000. O estudo sugere que a forma como o processo de fusão ou aquisição é conduzido – incluindo medidas como foco na comunicação, redução de demissões ao mínimo e desenvolvimento de atitude de respeito aos funcionários – contribui de forma efetiva para melhores resultados. Este artigo também apresenta uma proposta de tipologia para abordagens reducionistas e discute prováveis razões para sua adoção em processos de fusão ou aquisição.

High accuracy and fast acquisition time of polarisation nulling-based OSNR monitor

A technique for improving the performance of an OSNR monitor based on a polarisation nulling method with the downhill simplex algorithm is demonstrated. Establishing a compromise between accuracy and acquisition time, the monitor has been calibrated to 0.72 dB/390 ms and 0.98 dB/320 ms, over a range of nearly 21 dB. As far as is known, these are the best values achieved with such an OSNR monitoring method.

Integrating the export distribution channels after an acquisition

This thesis is based on studying integration synergies in a merger or acquisition situation with the interest in distribution channel integration. M&As seem to be forever popular and nowadays companies often use them as a certain kind of strategy to develop their business. M&As have attracted research for decades and also distribution in M&As has been found interesting. Moreover, research often concentrates to the horizontal M&A´s potential synergies that emerge in the integration process and so is the case also in this study as the core issue is to study the integration of the distribution channels and its potential synergies. This study concentrates on a single case, an acquisition which took place in 2011. The case consists of two Finnish companies operating in the same business field. Both of the companies are very export orientated, which gives this study its export view. As the companies operate in the same field this acquisition falls into the categorization of horizontal acquisition. The objective of the thesis is to study how the export channels could be integrated after an acquisition? This research question is divided again to three sub-questions asking how the distribution channels of the acquirer and acquired company are organized, what is pursued by the post-acquisition distribution channel integration and what are the integration challenges especially from the logistics point-of-view. The framework was built from the basis of the literature used in this thesis. The framework combines M&A process and distribution channels to a one united model which presents the progress of this thesis. The study was carried out as a qualitative research and as a holistic single case study. The data used in the research includes two interviews, other material from the case companies and also material of the companies collected by the author independently from different sources. There were many motives for the acquisition as usual. From the research results one can find that the integration process is still very ongoing and the synergies have not yet been fully discovered but also they are there to be found. The concentration of the research was in the export distribution which proved to be meaningful since the exports markets of the case companies were found to be quite complementary. The research results brought up also other issues concerning the post-acquisition integration process rather than the distribution channels and export. M&As are always a risky business. The final result can never be predicted. No matter how good the merging companies look on paper the practice is not the same. The acquisition process of this case has not ended yet and there lies potential synergy benefits to be discovered if enough effort is used to go through the process right.

Principal-agent issues in asset acquisition: UK institutions and their investment agents

This paper explores principal‐agent issues in the stock selection processes of institutional property investors. Drawing upon an interview survey of fund managers and acquisition professionals, it focuses on the relationships between principals and external agents as they engage in property transactions. The research investigated the extent to which the presence of outcome‐based remuneration structures could lead to biased advice, overbidding and/or poor asset selection. It is concluded that institutional property buyers are aware of incentives for opportunistic behaviour by external agents, often have sufficient expertise to robustly evaluate agents’ advice and that these incentives are counter‐balanced by a number of important controls on potential opportunistic behaviour. There are strong counter‐incentives in the need for the agents to establish personal relationships and trust between themselves and institutional buyers, to generate repeat and related business and to preserve or generate a good reputation in the market.

Building from scratch a marketing services giant by acquisition: case study and interview with Sir Martin Sorrell, Chief Executive of WPP

Purpose – Mergers and acquisitions are among the most intensely used strategic decisions. Yet research by both academics and consulting groups suggests that many mergers and acquisitions fail to add value. On the other hand there are many companies that successfully use mergers and acquisition to grow and add shareholder value. One such company is WPP. The aim of this paper is to explore why WPP has been successful in its acquisition strategy while so many other companies fail. Design/methodology/approach – The paper draws on documentary evidence and a semi-structured interview with Sir Martin Sorrell – Chief Executive and founder of WPP. Research limitations/implications – The case study offers a unique insight into thinking of a successful acquirer and sheds light on how mergers and acquisitions are managed by WPP. However, because of its design the findings are not generalisable. Originality/value – This case study sheds light on how mergers and acquisitions can be used to create a £9 billion company from a standing start. Furthermore, very few case studies offer insight into the thinking of entrepreneurial Chief Executives who established the business, grew it to become the largest and most profitable marketing services company in the world and engineered close to 300 acquisitions.

Tokamak TCABR: Acquisition system, data analysis, and remote participation using MDSplus

Each plasma physics laboratory has a proprietary scheme to control and data acquisition system. Usually, it is different from one laboratory to another. It means that each laboratory has its own way to control the experiment and retrieving data from the database. Fusion research relies to a great extent on international collaboration and this private system makes it difficult to follow the work remotely. The TCABR data analysis and acquisition system has been upgraded to support a joint research programme using remote participation technologies. The choice of MDSplus (Model Driven System plus) is proved by the fact that it is widely utilized, and the scientists from different institutions may use the same system in different experiments in different tokamaks without the need to know how each system treats its acquisition system and data analysis. Another important point is the fact that the MDSplus has a library system that allows communication between different types of language (JAVA, Fortran, C, C++, Python) and programs such as MATLAB, IDL, OCTAVE. In the case of tokamak TCABR interfaces (object of this paper) between the system already in use and MDSplus were developed, instead of using the MDSplus at all stages, from the control, and data acquisition to the data analysis. This was done in the way to preserve a complex system already in operation and otherwise it would take a long time to migrate. This implementation also allows add new components using the MDSplus fully at all stages. (c) 2012 Elsevier B.V. All rights reserved.

Intravaginal practices, vaginal infections and HIV acquisition: systematic review and meta-analysis

Intravaginal practices are commonly used by women to manage their vaginal health and sexual life. These practices could, however, affect intravaginal mucosal integrity. The objectives of this study were to examine evidence for associations between: intravaginal practices and acquisition of HIV infection; intravaginal practices and vaginal infections; and vaginal infections and HIV acquisition.

Integrated data acquisition and processing to determine metabolite contents, relaxation times, and macromolecule baseline in single examinations of individual subjects

Absolute quantitation of clinical (1)H-MR spectra is virtually always incomplete for single subjects because the separate determination of spectrum, baseline, and transverse and longitudinal relaxation times in single subjects is prohibitively long. Integrated Processing and Acquisition of Data (IPAD) based on a combined 2-dimensional experimental and fitting strategy is suggested to substantially improve the information content from a given measurement time. A series of localized saturation-recovery spectra was recorded and combined with 2-dimensional prior-knowledge fitting to simultaneously determine metabolite T(1) (from analysis of the saturation-recovery time course), metabolite T(2) (from lineshape analysis based on metabolite and water peak shapes), macromolecular baseline (based on T(1) differences and analysis of the saturation-recovery time course), and metabolite concentrations (using prior knowledge fitting and conventional procedures of absolute standardization). The procedure was tested on metabolite solutions and applied in 25 subjects (15-78 years old). Metabolite content was comparable to previously found values. Interindividual variation was larger than intraindividual variation in repeated spectra for metabolite content as well as for some relaxation times. Relaxation times were different for various metabolite groups. Parts of the interindividual variation could be explained by significant age dependence of relaxation times.

Cause, effect and benefits of a standardised corporate visual identity system of UK companies operating in Malaysia

Investigates the degree of global standardisation of a corporate visual identity system (CVIS) in multinational operations. A special emphasis of this research is accorded to UK companies operating in Malaysia. In particular, the study seeks to reveal the reasons for developing a standardised CVIS; the behavioural issues associated with CVIS; and the determination in selecting a graphic design agency. The findings of the research revealed that multinational corporations in an increasingly corporate environment adopted a standardised CVIS for several reasons, including, aiding the sale of products and services, creating an attractive environment for hiring employees, and increasing the company’s stature and presence. Further findings show that the interest in global identity was stimulated by global restructuring, merger or acquisition. The above trends help explain why increased focus has been accorded to CVIS over the past five years by many UK companies operating in Malaysia. Additional findings reveal that both the UK design agencies and in-house design department are used in the development of the firms’ CVIS.

A population-based morphometric MRI study in patients with first-episode psychotic bipolar disorder: comparison with geographically matched healthy controls and major depressive disorder subjects

Objectives: Many morphometric magnetic resonance imaging (MRI) studies that have investigated the presence of gray matter (GM) volume abnormalities associated with the diagnosis of bipolar disorder (BD) have reported conflicting findings. None of these studies has compared patients with recent-onset psychotic BD with asymptomatic controls selected from exactly the same environment using epidemiological methods, or has directly contrasted BD patients against subjects with first-onset psychotic major depressive disorder (MDD). We examined structural brain differences between (i) BD (type I) subjects and MDD subjects with psychotic features in their first contact with the healthcare system in Brazil, and (ii) these two mood disorder groups relative to a sample of geographically matched asymptomatic controls. Methods: A total of 26 BD subjects, 20 subjects with MDD, and 94 healthy controls were examined using either of two identical MRI scanners and acquisition protocols. Diagnoses were based on DSM-IV criteria and confirmed one year after brain scanning. Image processing was conducted using voxel-based morphometry. Results: The BD group showed increased volume of the right dorsal anterior cingulate cortex relative to controls, while the MDD subjects exhibited bilateral foci GM deficits in the dorsolateral prefrontal cortex (p < 0.05, corrected for multiple comparisons). Direct comparison between BD and MDD patients showed a focus of GM reduction in the right-sided dorsolateral prefrontal cortex (p < 0.05, corrected for multiple comparisons) and a trend (p < 0.10, corrected) toward left-sided GM deficits in the dorsolateral prefrontal cortex of MDD patients. When analyses were repeated with scanner site as a confounding covariate the finding of increased right anterior cingulate volumes in BD patients relative to controls remained statistically significant (p = 0.01, corrected for multiple comparisons). Conclusions: These findings reinforce the view that there are important pathophysiological distinctions between BD and MDD, and indicate that subtle dorsal anterior cingulate abnormalities may be relevant to the pathophysiology of BD.

Innovation through virtual communities of Practice: motivation and constraints in the knowledge-creation process

Communities of Practice are places which provide a sound basis for organizational learning, enabling knowledge creation and acquisition thus improving organizational performance, leveraging innovation and consequently increasing competitively. Virtual Communities of Practice (VCoP‟s) can perform a central role in promoting communication and collaboration between members who are dispersed in both time and space. The ongoing case study, described here, aims to identify both the motivations and the constraints that members of an organization experience when taking part in the knowledge creating processes of the VCoP‟s to which they belong. Based on a literature review, we have identified several factors that influence such processes; they will be used to analyse the results of interviews carried out with the leaders of VCoP‟s in four multinationals. As future work, a questionnaire will be developed and administered to the other members of these VCoP‟s

Virtual communities of practice: investigating motivations and constraints in the processes of knowledge creation and transfer

With accelerated market volatility, faster response times and increased globalization, business environments are going through a major transformation and firms have intensified their search for strategies which can give them competitive advantage. This requires that companies continuously innovate, to think of new ideas that can be transformed or implemented as products, processes or services, generating value for the firm. Innovative solutions and processes are usually developed by a group of people, working together. A grouping of people that share and create new knowledge can be considered as a Community of Practice (CoP). CoP’s are places which provide a sound basis for organizational learning and encourage knowledge creation and acquisition. Virtual Communities of Practice (VCoP's) can perform a central role in promoting communication and collaboration between members who are dispersed in both time and space. Nevertheless, it is known that not all CoP's and VCoP's share the same levels of performance or produce the same results. This means that there are factors that enable or constrain the process of knowledge creation. With this in mind, we developed a case study in order to identify both the motivations and the constraints that members of an organization experience when taking part in the knowledge creating processes of VCoP's. Results show that organizational culture and professional and personal development play an important role in these processes. No interviewee referred to direct financial rewards as a motivation factor for participation in VCoPs. Most identified the difficulty in aligning objectives established by the management with justification for the time spent in the VCoP. The interviewees also said that technology is not a constraint.