FIVE FROGS ON A

LOG

MARK L .
FELDMAN
&
MICHAEL F .
SPRATT

By Prateek Shrivastava
About the authors’…..

The author MARK L . FELDMAN, PH. D., is a partner and

managing director of PricewaterhouseCoopers’ global mergers
and acquisitions consulting business – The Accelerated
Transition. He provides advisory services in accelerating
the capture of sustained economic values from mergers,
acquisitions and joint ventures.

The other author MICHAEL F . SPRATT, PH. D., is also a

partner and managing director in PricewaterhouseCoopers’
global mergers and acquisitions consulting business. He
provides strategic, advisory services, specializing in
companies undergoing dramatic change. He is a popular
speaker on change and transition.
Five frogs are sitting
on a log.
Four decided to jump
off. How many are
left ?
Ans : Five

WHY ?
Because ……… deciding
and doing are not the
same thing .
 Mergers ,
Acquisitions and
Large - Scale
vTheseChange
are the three big words upon
which the whole book is based.
vDescribes the problems faced by CEOs’ of
different companies when they undergo
merging, acquisition or any swift
transition.
vThis book is a guideline to the CEOs’
for accelerating the transitions in
business.
The main emphasis is given on removing the
deadly sins in implementing transitions in
Mergers, Acquisitions and gut wrenching change.
The seven deadly sins are –

1 . Obsessive List Making

2 . Content - Free Communications
3 . Creating a Planning Circus
4 . Barnyard Behavior
5 . Preaching Vision and Values
6 . Putting Turtles on Fence Posts
7 . Rewarding the Wrong Behaviors
8.
The first chapter titled “OPPORTUNITY LOST”,
shows the merging of two companies to fulfill a
long list of desired objectives.
The companies being the Global Computers and the
Nexus technology.
The dealmakers have specified a long list of
objectives which are to be achieved with the
dealing. But months after the deal a lot of problems
arose. E.g. culture, grouping, communication gap,
priority declaration etc.

All this problems led to instability of the deal

and the CEO has to face a lot of problems regarding
the employees’ efficiency, work and priority
distribution, customer satisfaction, financial
crisis and the major being deviation from the
objectives.
The second chapter titled “The Ugly Truth” shows
the statistical figures of how many merging or
acquisitions are successful.
qIt clarifies the major defect because of why most
of the deals failed.
qIt shows the nature of most of the CEOs’ as under
the influence of rapid growth, they keep on
acquiring companies over companies and thus putting
the money in stack.
qIt clarifies that the thinking and planning before
the deal has to be implemented, must be futuristic.

The CEO of the dealmaker must have to think what

opportunities can be utilized so as to ensure the
success of the merging or acquisition.
In all it specifies that – “Deciding Is Easy ,
Executing Is Hard”
The third chapter titled “ MORE UGLY TRUTH ” shows
more light on the problematic issue.
qCompetition being one of the main reasons for
merging. It treats the merging or acquisition as a
kiss (managerial) from a beautiful princess (M&A)*
which can bring some miracle for the business. But
the miracle-kiss like thing doesn't work every
time.
qSometimes they advertise the deal in such a way
that the post deal period, if suffers delay causes a
lot of restlessness among partners, workers and
customers. And thus disturbs the business activity.
qIt also gives much stress on the speed of the
transition. Change is expensive and delay can be
dangerous. A prolonged transition adds cost, slows
growth, destroys profit and decreases cash flow
As the further delay in the execution of the deal
occurs, there arise a lot of problems for the
business and the organization. Some of them are –
I. Market share shrinks
II. Productivity declines
III. Quitting of the best
IV . Stakeholders defections
V.
And last but not the least, the deal is always
represented as “ MERGER OF EQUALS ”. But always it
is impossible to select the best practices from
each side. It may give rise to a debate asking
which merging firm has better practices. This
competition retards integration, builds hatred,
encourage disappointment, drives down opportunity
and slows the capture of new business
opportunities.
The fourth chapter of the book entitled “ THE LAW
OF THE BAND - AID ” . Through this chapter the author
wanted to Eliminate the pain of transition.

The transitions should be adapted very fast and

swiftly and skillfully so that the pain of the
transition or the drawbacks of it can be overcome
easily. The faster the transition completes, the
faster you realizes returns on the investment. It
reduces pain and uncertainty of change.

The human resources or man power also opposes

delayed transitions as delayed work creates
restlessness, uncertainty and change becomes
difficult to be adapted. Swift transitions have
less affect and better results.
The fifth chapter entitled “ 260 PRIORITIES
( Economic Value Creation )” shows that every
work to be done should be in a strategic manner.
The management team should learn to work together
as they have to make a strategy to work for a
common goal and community welfare. They must have
decide their priorities which should be
interrelated among themselves.

The main goal of the chapter is to remove a deadly

sin titled “ OBSESSIVE LIST MAKING ” . Many
companies make excessive priority list or
something else as its future strategy but mainly
it lacks concentration, proper utilization of
resources and readiness of solving problems and
tackling adverse conditions.
The main theme of the chapter can be easily
understood by a short story given below –
Once adviser of a s/w company asks the CEO about
the future planning and priority of the company.
Then CEO describes about their 260 priorities
written in a 13 page book. When analysis was made
on the priorities then it was found that the
priority setting was done individually by the
department heads and not by taking the whole
company as one. The different priorities have no
interrelationship among themselves as each
department head when called and asked to give his
top 5 priority, then each gave different one.
The few things which should be kept in mind
before making priorities are –

1 . Concentration of Resources
üTo make a common strategy.
2 . Plotting a Course
üIt’s not about strategy. It’s about
execution of strategy.
1.
The main idea behind these works are to save the
time, money and efforts of the people in doing low
priority work rather they can achieve other
heights if utilize their resources in a correct
fashion. So that the transitional change must be
fast, accurate and beneficial to the organization.
The sixth chapter entitled “ WINDSHIELD
WATCHING IN SEATTLE ( Early Communication &
Stability )” led emphasis on a fact that there
should be no confusion among the people so that
whatever is done or planned should not create
restlessness among themselves.

This chapter tries to remove the second defect or

deadly sin of M&A termed as CONTENT FREE
COMMUNICATION. This chapter explains how
meaningless communication wastes the time as well
as resources of any organization. Also content
free thinking and improper communication affects
the organization up to a great extent.
Some of the reasons for these problems are -


 Confusion
 Critics and Molehill man
 Content Free Thinking
 Content Free Communication
 Wild Speculation e.g. Windshield watching at
Seattle.


The solutions for these problems are –



1 . No Secrets
2 . No Surprises
3 . No Empty Promises

 CONCLUSION
The book is a complete guideline for CEOs to
accelerate the transition in Mergers,
Acquisitions and business strategies.

The field guide allow us to get familiar with

the problems faced by the CEOs when they are
trying to cope up with the pace of the
acquisition or merger. It also gives solutions
for various problems and guidelines to overcome
them.

THANK YOU