na M&A

Full guide on conglomerate merger: types, impact, best practices

Full Guide on Conglomerate merger: Types, Impact, Best Practices
Full Guide on Conglomerate merger: Types, Impact, Best Practices

To respond to market complexity, many executives are turning to M&A as an effective transformation and value-generation strategy.

The world has seen over 500,000 merger and acquisition (M&A) deals completed globally since 2010. And even though the global economic downturn and the pandemic decreased M&A activity in 2020, it still bounced back in 2021.

As there are various types of mergers, it’s important to understand their differences to tie up deals faster and more efficiently. Today M&A Community shares what every executive needs to know about a conglomerate merger. 

What are conglomerate merger advantages? Are there any drawbacks? What are the types of mergers? You’ll find answers right below in the guide. 

What is a conglomerate merger

Usually, experts have a similar approach to the conglomerate merger definition — it’s a merger of companies involved in totally unrelated business activities or operating in different geographical locations. An airline company acquiring a newspaper is a good example of a conglomerate merger. 

Conglomerate mergers first appeared in the United States and were quite popular in the 1960s, and 1970s. But they’re not as popular today. According to the OECD Competition Committee,  just a few authorities have challenged a conglomerate merger in recent years. 

Even though it doesn’t seem like a conglomerate merger will become a more frequent phenomenon soon, we still witness mergers of companies that want to diversify and capture new markets through the M&A process. 

In many cases, companies are worth much more together than separately. The metaphorical equation 2 + 2 = 5 perfectly describes one of the main conglomerate merger advantages. 

Types of conglomerate mergers

There are basically two types of conglomerate mergers — pure and mixed. 

Pure conglomerate mergers

A pure merger is when the buying and selling companies have nothing in common. They specialize in completely different industries, and their strategies don’t overlap. A good example of a pure conglomerate merger is W.R. Grace, a chemical business that acquired over 150 different companies. The list included retail outlets, food chains, construction, gas, oil, agriculture, etc. 

Pure conglomerate mergers are beneficial in many ways. First, they’re great for entering a new market fast. Second, they can significantly boost the merged company’s finances, ultimately attracting investors. Another perk is a more diversified customer base. 

On the other hand, when compared to conglomerate acquisitions, a pure conglomerate is often considered a riskier type. This is because of the many differences merging firms have. Due to it,  shareholders might not agree to the merger in the first place. And even if they do, such merging companies become very difficult to manage and develop.

Mixed conglomerate mergers

Mixed conglomerate mergers occur between two companies from different industries that still have something in common. For example, a customer database. A goal of a mixed merger is normally market extensions or product extensions. 

Walt Disney Company acquiring the American Broadcasting Company is a great illustration of a mixed conglomerate merger. This is also a great example of how two firms, when merged, can grow and succeed quicker together. Disney became the first media company with a major presence in four distribution systems: films, television, broadcasting, and telephone wires.

Nevertheless, mixed conglomerate mergers are quite rare. Few companies do that because of the differences in corporate culture, product lines, business operations, financial planning, etc. The process is so complex and challenging, that not everyone can manage its proper execution. Additionally, mixed mergers require lots of financial resources, which appears to be another big drawback. 

3 best conglomerate merger examples

Let’s see how two separate companies from different industries successfully merge and become conglomerates. 

Amazon and Whole Foods

A relatively recent conglomerate merger occurred in 2017 when Amazon acquired Whole Foods Market, the largest American supermarket chain, for $13,7 billion. This merger increased the total value of the two companies up to $14,3 billion. 

Why were companies combined? Amazon wanted to learn more about the grocery business operations. 

Its strategy was to get into brick-and-mortar stores and expand its grocery business. It also helped to extend its product range and corporate territories, which is often the main goal of a conglomerate merger. 

eBay and PayPal

Another two companies from different industries underwent a triumphant merger in 2002. In fact, eBay and PayPal are great examples of successful business combinations. As a trading platform, eBay needed a secure and reliable online payment system. So when firms united, it allowed buyers and sellers to trade more easily and safely. 

Even though the integration was effective and advantageous for industries, eBay dropped PayPal in 2018. It was replaced with a new company from the Netherlands called Adyen. One of the reasons for such a decision was a desire to have a checkout process customized to the local habits of buyers. 

Disney and Pixar

Disney and Pixar merged back in 2006. It’s still considered the greatest conglomerate merger example as the union became truly powerful. Yet, when Disney bought Pixar for $7,4 billion, there were lots of skeptics not believing in the deal’s success, even though the two companies came from the same industry. 

Now Bob Iger, CEO of the Walt Disney Company,  says the merger was his “proudest decision.” It ultimately led to the Disney animation rebirth and attracted more investments. By the way, such a successful integration proved to other studios they wouldn’t lose their legacy. That’s why, in a while, Marvel and Lucasfilm joined Disney as well, forming a much larger company.  

Pros and cons of a conglomerate merger

A merger between different business organizations has several advantages and disadvantages. Let’s learn the main ones. 

Advantages of conglomerate mergers 

Here are the potential advantages of merging companies:

  • Diversification. A conglomerate diversification strategy helps lessen the risk of loss. For example, if one business sector experiences a decline, other business sectors compensate for the losses.
  • Products cross-selling. When the target market is similar, a conglomerate merger allows companies to cross-sell their products. It inevitably results in higher profits. 
  • Excess cash. It sometimes happens that the company has excess cash, but can’t expand in its business area. Then it’s better to invest in another industry.
  • Customer base extension. When companies cross-sell their products, they get a bigger client base. Thus, sales and profit increase. 
  • Investment opportunity. A conglomerate merger is a good option for investors because it’s less risky to put money in a company functioning in different areas. 

Disadvantages of conglomerate mergers 

The drawbacks of a conglomerate merger are the following: 

  • Lack of experience. Proper diversification is often hard to achieve because of the business differences between a target company and a buyer. That’s why problems with production, sales, and marketing appear.   
  • Management issue. When new company management has to maintain control over unrelated businesses, it slows down the decision-making process. 
  • Cultural differences.  A merger often leads to a new corporate culture which is often hard to adjust to as it impacts all company activities.  
  • Loss of efficiency. Because of the merger process complexity and shift in focus to other market areas, other business sectors don’t get enough attention. 

Best practices for a successful conglomerate merger

A conglomerate merger is one of the most difficult processes for businesses. You have to keep in mind many dependencies, rules, and potential issues. Let’s look at what other firms do to successfully navigate mergers.

  1. Take a good example of conglomerate merger. Research the market and see if there are any businesses similar to yours that merged efficiently. Study what they did to achieve their goals.
  2. Define your objectives and strategy. You need to clearly understand where your business is now and where you want to move. Why do you need a merger? To grow market share? To eliminate competition? To win new clients? 
  3.  Create a merger team. Organize specialists from both firms to work together to ensure a smooth transition. Typically you need a finance and executive team, sales, and marketing.
  4. Compare the company cultures. Both small and large companies have their own unique corporate cultures. When changes come, employees of the two firms may experience unwillingness to work under new management. Make sure you can cope with that.
  5. Ensure proper communication. Everyone should be on the same page. Keep the teams updated on the changes, strategies, new opportunities, etc. 
  6. Plan due diligence. A successful merger requires thorough research of both an acquiring company and a target company. It includes finances, technology, legal, policies, operations, etc. If done well, nothing can spoil the merger.
  7. Be transparent. Even though some information and documents will be kept confidential, all main processes should be transparent to all employees.  

Key takeaways

Even though conglomerate mergers haven’t been so popular since the 1960s and 1970s, companies still unite frequently to grow together faster. Here are the main takeaways from the guide to remember:  

  • The main benefits companies get are increased market share, diversification, customer base extension, and product cross-selling.
  • Mergers take a long time to market, negotiate, and close. That’s why it’s important to have a clear vision of your goals and mission. A well-devised strategy is also crucial to successfully seal a deal. 
  • To eliminate potential risks, governance issues, and loss of efficiency, create a merger team of professionals able to conduct due diligence well and make the transition as smooth as possible. 
Tags
M&A NA