The Morning After

The Morning After

Making Corporate Mergers Work After the Deal is Sealed

By Stephen J. Wall and Shannon Rye Wall

Perseus Publishing at HarperCollins Publishers, New York, (212) 207-7528, 240 pages, $25



How many of us, having lived through a merger (or several mergers), have heard these words?

"It's a merger of equals."

"The integration plan has been finalized."

"We're buying them for their markets and their assets."

"We bought them."

"Nothing will change."

"It's a natural fit."

According to authors Stephen J. Wall and Shannon Rye Wall in The Morning After, these are signs that danger lies in the merger ahead. The organization best prepared to avoid danger and create a successful merger, they write, is the protean organization: a business organization that has the "ability to change shape at will in the face of competitive threats and in the pursuit of opportunities."

The title, The Morning After, implies a focus on what happens after a deal is sealed. This book offers that and more. The first 90 pages deal primarily with issues relating to premerger activity. The authors start with a discussion on what leads companies to merge, including globalization, economies of scale, the technology revolution, deregulation and management incentive. They go on to discuss due diligence and preclose planning. The second half of the book focuses on the challenges of successful integration after the deal closes.

One of the best parts of the book discusses three merger integration strategies: alignment, synthesis and consolidation. The authors explain each strategy, give examples of situations where each strategy might be appropriate, and discuss the resulting people issues.

There is a value-added part to this book that is not really emphasized. In each section, the authors pose dozens of questions that stakeholders should ask before and during the merger. Many of these questions relate to the human side of the equation, and alone are probably worth the price of the book.

The Morning After is peppered with real-life examples and quotes from merger survivors. Best practices from successful mergers are highlighted. This book will not only benefit managers, human resources professionals and investors, but also will be great for employees who are working for a company currently going through a merger.