Acquiring companies in a digitalized world

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Transcript of Acquiring companies in a digitalized world

Page 1: Acquiring companies in a digitalized world

© Dr. Karl Popp

Acquiring companies

in a digitalized world

Dr. Karl Popp

http://www.drkarlpopp.com

http://www.mergerduediligence.com

Follow me @karl_popp on twitter

Page 2: Acquiring companies in a digitalized world

© Dr. Karl Popp

Agenda

• What is the difference between the

software industry and other industries

• Software acquisitions: Challenges and

failures

• Successful Technology due diligence

Agenda

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© Dr. Karl Popp

What is the difference between software andother industries?

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© Dr. Karl Popp

Why do software companies acquire?

• To buy innovation

• To speed up time to market

• To grow the marketshare in new markets

• To consolidate

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© Dr. Karl Popp

Specifics of the software industry

• Companies

– Specific business models, e.g. freemium or cloud subscription

– International setup, even in small companies

– Average lifespan 12 years

• Products

– Very high speed of innovation, high frequency of product

deliveries

– Short product lifecycles

– Free components speed up innovation

• Ecosystems are key

– Platforms and ecosystems

– High switching cost for customers

• Intellectual property is front and center topic

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© Dr. Karl Popp

Software acquisitions: challenges and failures

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© Dr. Karl Popp

Selected risks in software M&A

Strategy failure

– Technology: In fast moving markets: wrong technology

acquired

– Ecosystem failure (not existing, not taking off)

– Does market consolidation pay off long-term?

Product failure:

– Massive use of viral open source software in commercial

product

Financial failure:

– Due to fantasy in due diligence (never fall in love

with an acquisition)

– Underestimated cost, Litigation

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© Dr. Karl Popp

Selected risks in software M&A

Management failure:

– Due to inexperienced management and missing

standardisation in M&A processes

– Underestimated efforts in post merger integration

People failure: people leave

– Wrong communication

– No joint vision, mission and missing explanation what

the acquisition means for each employee

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© Dr. Karl Popp

How to avoid failure: Let othersgo through hell for you

What?

– WYSIATI what you see is all there is

– you don´t foresee what you don´t know

Why?

– Avoid disaster

How do we manage it?

– Read the book

„Deals from hell“

by Robert F. Bruner

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© Dr. Karl Popp

Successful technology due diligence

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© Dr. Karl Popp

Specifics of due diligence in the softwareindustry

Type of Due

Diligence

Distinctiveness of the software industry

Strategic due

diligence

High volatility. high impact of platform strategies and partner

ecosystems on success

Market due

diligence

High market size volatility

High likelihood of disruptions in markets

Commercial due

diligence

Diversity of business models, revenue models and their combinations

Technology due

diligence

Distinctiveness and high change rate of software platforms and other

technology, use of third party and open source software, security

vulnerabilities, compliance with corporate quality standards

Human resources

due diligence

High importance of workforce quality due to low automation in

production, identifying and keeping key players

Cultural due

diligence

Software industry raises high employee expectations in culture,

benefits and work environment

Intellectual

property due

diligence

Increased importance due to strong role of IP

Patents, Open source, Third party products

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© Dr. Karl Popp

Successful technology due diligence: mykey points

• The product

– Check the product and its architecture

– Discuss and plan integration with acquirer´s products

– Check and plan efforts for compliance with corp.

standards

– Check use of open source and third party products and

license compatibility with future business models

• Other topics worth mentioning

– Globalization and localization of target solutions might be

a high effort activity

– Mind the export restrictions to and from Europe,US

– Data protection laws in Europe

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© Dr. Karl Popp

Results: Ingredients for success

• Analyze and adapt your capability maturity to

integrate successfully

• Structure and tailor integration approach and

M&A process

• Avoid deals from hell

• Manage complexity and effort

• Blueprint

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© Dr. Karl Popp

More information here:

http://www.mergerduediligence.com