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1.The case studies 案例研究
Research on M&A is sensitive due to the often-required secrecy and celerity (Walter, 1985). Consequently, it was an extremely arduous process to obtain access to organisations to discuss integration strategies.
研究并购是敏感的，由于经常所需的保密性和快速性（沃尔特，1985年）。因此，这是获得组织讨论整合战略一个非常艰巨的过程。
The authors are very thankful to Mr Harald Stoehr, Deutsche Bank Managing Director; Mr Nick Starritt, British Petroleum Human Resources Group Director; Ms Anita Beijer, Volvo Vice-president for Human Resources and Executive Responsible for the Integration Strategies and to Angus-Knowles-Cutler, Mergers and Acquisitions Vice-president for Cap Gemini±Ernst Young for their time and co-operation.
The case studies involve three large acquisitions that took place in the European/US markets within related industries. The companies involved came from investment banking, the oil industry and car manufacture. Any kind of merger scenario is unique. Therefore, it is important to understand and to analyse very carefully what strategies made a case into a success story. The companies selected to participate filled the criteria of being in the international arena and in related industries.
案例研究涉及三个大的收购发生在欧洲/美国的市场内相关行业。涉及的公司来自投资银行，石油行业和汽车制造。任何一种合并方案是独一无二的。因此，重要的是要理解，并非常仔细地分析什么样的战略做了一个到一个成功的故事。选中参加该公司填补了在国际舞台上和相关行业标准。The cases examined a specific question:
``What are the practical steps to be accomplished in order to minimise the feelings of uncertainty normally expected by employees, and also to facilitate the learning process to occur between the two groups of people in their process of cultural and behavioural integration?''
介绍了一个具体的案例问题:
“什么是实际的步骤来完成以减少不确定性预期的感觉通常由员工,也是为了便于学习过程发生在两组之间的人的文化和行为整合过程吗?”
Case 1 - Integrating Deutsche Bank (DB) and Bankers Trust (BT)
案例1-整合德意志银行（DB）-美国信孚银行(BT)
I would always maintain that the DB/BT deal was one of the most successful integration processes in our industry, in Investment Banking . . . Two years after the acquisition we can say that our own position in the USA has been improved and also our position in corporate finance has improved (Harald Stoehr).
我会始终保持DB/ BT协议是一个最成功的一体化进程，在我们这个行业，在投资银行….收购后的两年中，我们可以说，我们自己在美国的地位已得到改进，我们在企业融资的立场也有所改善（Harald Stoehr）。
Timing and integration strategies were perceived as contributing to the acquisition success. On June 1999, when the deal between DB and BT took place, there was a very favourable market situation. This is illustrated by Harald’s account:
. . . The synergies we created in bringing the two banks together were immediately seen because the market was there and . . . of course, success breeds success . . . the moment you are on a winning tour all challenges will
be overcome . . .
定时和整合战略被视为收购成功作出贡献。于1999年6月，DB和BT之间的交易发生时，有一个非常有利的市场形势。哈拉尔的帐户说明了这一点：
Besides the favourable market situation, decision makers at DB planned the integration process carefully. As Harald states: ``Internally we did a number of things obviously right . .
除了有利的市场形势下，决策者在DB仔细规划一体化进程。由于哈拉尔说：``内部，我们做了一些事情，显然是正确的。 。
Reasons for DB acquiring BT:
DB收购BT的原因：
the strategic fit
战略配合
DB's process of growth had been quite successful particularly marked by the bank's process of cultural transformation which occurred in 1995 - ``changing a German bank into a global organisation''. Still, the corporate finance of DB, according to the interviewee, was lagging behind, particularly in the USA. The attractiveness of BT was that it included people from Alex Brown, the oldest US investment bank. BT had acquired Alex Brown two years earlier and this was a very sensitive situation. Alex Brown was celebrating their 200th anniversary when the
DB-BT acquisition took place.
DB的成长过程中一直相当成功的文化转型，发生在1995年由银行的过程中尤为显着 - “将德国银行改变成一个全球性组织”。不过，根据受访者所说，DB的企业融资相对滞后，特别是在美国。 BT的吸引力是，它包括亚历克斯•布朗，美国历史最悠久的投资银行。 BT收购亚历克斯•布朗两年前，这是一个非常敏感的情况。亚历克斯•布朗庆祝其诞辰200周年时，DB-BT收购发生。
The pre-integration period: ``courting phase''
预整合阶段：“求偶阶段”
Harold admitted that the crucial successful action taken by top management of DB was the way they used the due diligence period: the time between announcing the deal and closing the deal.
This was a very tricky six-month period when the acquirer had made a commitment, but the approval procedures take time . . . The two companies operate and continue to operate independently . . . it is a very difficult and hugely artificial scenario . . .
Cultural assessment exercise
文化评估工作
During the due-diligence period, DB top management decided to undertake a cultural assessment exercise. This was a powerful strategy to minimise culture clashes between the German and the US bank. The cultural assessment was conducted by external consultants and aimed to uncover perceptions of each other's groups of people.
在尽职调查期间，DB高层管理人员决定进行文化评估工作。这是一个强大的策略，以尽量减少德国和美国银行之间的文化冲突。文化评估是由外部顾问进行，旨在发掘对方的人群的看法。
Cultural assessment outcomes
文化评估结果
The cultural awareness exercise disclosed that DB employees were not convinced about the validity of the deal. ``Some people felt that BT was a second/third kind of franchise and that it would not really help us to improve on
our reputation.''
文化意识练习揭露了，DB的员工不相信交有的有效性。“``有些人认为，BT是第二/第三类专营权，就不会真正帮助我们提高我们的声誉。”
This perception was seen by top management to be the result of an information gap. Better communication to
the employees on the rationale and validity of the acquisition process was then implemented. The cultural awareness exercise also revealed the internal conflict that existed between BT and Alex Brown. The exercise uncovered that these two banks had not been integrated properly and as a consequence BT and Alex Brown were
operating on different levels. There was a big crisis between them emphasised by the Alex Brown employees feeling that ``they had lost their identity . . .''
这种看法被视为高层管理人员，信息差距的结果。然后实现更好的沟通，员工在收购过程中的基本原理和有效性。文化意识演习还透露BT和亚历克斯•布朗之间存在的内部冲突。这个练习揭露了这两家银行还没有被恰当地整合，因此BT和亚历克斯•布朗在不同的层次上经营。它们之间是一个很大的危机，强调由亚历克斯布朗员工感觉``他们已经失去了自己的身份…
To gain Alex Brown employees' confidence and trust was an important strategic target for Deutsche Bank. Top management then decided to name the merged company in the USA, The Deutsche Bank - Alex Brown Investment Bank. This way, they kept the identity of Alex Brown and also reinforced the brand. Alex Brown employees felt that DB had rescued them from BT and they had actually kept their identity. The cultural exercise also revealed some issues relating to the national culture differences. BT felt that DB was very a German company, bureaucratic, hierarchical, with slow decision making process. ``This cultural awareness helped us to start challenging our own working values and embracing new ones.''
The integration phase: ``the marriage'' The integration team. The integration team is a group of key executives who would be in charge of making the necessary decisions, ``the tough calls'', relating to the integration strategies. The team consisted of division heads, the human resources head and the CEO. The integration team had to decide
which part of BT fits into GCI –http://www.ukassignment.org/dxassignment/ the investment side of the business. Managers were not forced to take over people they did not necessarily need. We stripped out a few component parts of BT business structure. Many parts we were able to integrate, others it was not possible - that is why we made these people redundant.
整合阶段：“婚姻”整合团队。整合团队是一组领导核心，负责作出必要的决定，，有关的整合策略``艰难的呼叫“。该小组由部门主管，人力资源头主管及行政总裁。整合团队必须决定BT的哪些部分适合融入GCI - 投资方面的业务。经理不是被迫接管人，他们并不一定需要。我们剥离了几个BT业务结构的组成部分。其他很多部分，我们能够整合，其他的是不可能的 - 这就是我们为什么让这些人下岗。
In other areas DB managers clearly admitted that BT people had a much stronger position that they had themselves:#p#分页标题#e#
In those circumstances we made the very ruthless decision that our people would have to go and we took over BT's people . . . So it was really the best of breed approach that we picked the best parts of either side.
Incentive programmes (redundancy packages).
•激励计划（遣散超额员工计划）
Top management decided to implement specific incentives for those employees who would be redundant after the deal was closed. These programmes were linked to the closing date, `` . . . for some people it is still a very negative experience to be made redundant''. Retention strategies for BT employees. In order to avoid undesirable employee
turnover and also to minimise uncertainties, top management implemented a very special retention programme for the ``key people'' from BT. Special commitments and guarantees were made so that ``their minds were put to rest''. These ``special people'' would get additional rewards if they were still on board on the second anniversary of closing - 4 June 2001 (coincidentally it was the day this interview took place) and the third anniversary of closing - 4 June 2002.
The integration team did not offer retention packages for DB employees.
整合队伍没有对DB的员工提供保留计划。
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