To Partner or Not to Partner: Best Practices for Making a Decision to Ally By Renee Jansen, Senior Consultant As organizations seek new ways to generate value, they are confronted with the question of how best to do so. Do they build up capability internally? Acquire capability through a merger or acquisition? Ally with other organizations through partnerships? In order for organizations to make high quality decisions, the process of making this determination must be systematic and well managed. Too often, however, we see alliances formed opportunistically — a possible partnering deal presents itself and a business unit jumps on the chance to form an alliance. While many of these partnerships add value to a company’s bottom line or meet its goal in some other way over time, many end up floundering because the partnership was not connected to the overall strategy of the organization. The internal decision to build a new capability, acquire a company, or form an alliance relationship is an important one. The following presents four considerations for making the right decision: (1) understanding the fundamental differences (and advantages) of the different options, (2) employing a systematic approach to assessing the factors that impact which option is most suitable, (3) including the appropriate decision-makers in the process of assessing and agreeing on an option, and (4) considering the portfolio implications of a decision to partner. Understand Your Choices The decision to gain capability by building it internally, acquiring it externally or forming a partnership has significant ramifications for the future of a business. There are business risks associated with the decision, resources required to manage the chosen path through to completion, and significant capital required to invest in the given decision. It is therefore necessary to understand the fundamental differences between the build, buy, and ally options: Build Building out a new capability or function requires a significant investment in both the amount of resources committed to the project and the capital to support its development. Given the significant resources, capital, and commitment required, the solution developed is generally long-term, and may open a new strategic direction for the company. Because it is primarily an internal activity, the developing company maintains total control over the result; however it also bears the risk of development. Finally, depending upon the preexisting capabilities of the developing company, and to a certain extent the level of resource and capital it is willing to dedicate, time to develop a solution is almost always longer than purchasing the solution through acquisition or allying with a company that already has it. Acquisition (Buy) An acquisition is when one company takes control of another company through purchase or an exchange of stock. Acquisitions generally work best when one party is dominant; very often a larger player looking to permanently fill a gap in its capabilities. Smaller, niche companies with specific business capabilities in the targeted area can often fill the need of the larger company. In a merger or acquisition, integration tends to be a discrete, one-time transaction, with the acquiring company ensuring that relevant products and capabilities are appropriately absorbed. As opposed to alliances, the early period of integration is often the time in which most conflict occurs, however, it tends to diminish over time as both new and old employees become acclimated to the change and the companies become more and more integrated. Finally, unlike alliances, acquisitions do not usually require a renegotiation, and are seen as a permanent change to both companies. Alliances (Ally) Alliances can be defined as a relationship between two or more organizations that retain their independence, in which common objectives are jointly pursued, and in which risks and rewards are shared (though not necessarily equally). Alliances often work best when neither partner is a dominant player. Success often depends on the diligent management of organizational differences, early airing of issues, and adherence to previously agreed operating processes and governance structures. Instead of integrating one business into another, the focus of early alliance work is to understand the companies’ separate and joint goals, identify and plan to manage the differences between the companies and set up an appropriate governance structure that defines roles and responsibilities for joint work and decision-making. Unlike acquisitions, in alliances the initial honeymoon period is often free of conflict. At this stage, executives on both sides have a clear vision for the alliance, synergies between the companies seem well understood, the opportunities are great, and enthusiasm runs high. However overtime, priorities shift, issues often fester, and trust can erode if not managed well. In 1 this case, conflict in alliances can become more pervasive and severe over time. Given such shifting priorities on the parts of both companies, changes in management focus, or simply the achievement of whatever the initial purposes for the alliance were, alliances usually require periodic renegotiation and are rarely permanent. Organizations can assess a number of different external and internal factors when making decisions. Significant risks to the organization (financial, brand, etc.) when working with a third-party that cannot be effectively mitigated or avoided. Whether the third-party has a positive track record in developing, distributing, and/or servicing a product similar to the one being considered. Whether other companies in the marketplace have the capabilities needed to build, distribute, and/or service the product being considered. Assess Key Internal and External Factors Systematically Once the differences between the build-buyally solutions are well understood, various internal and external conditions should be systematically considered to understand which option is the best strategic fit for the company. Factors to consider include characteristics of the final output from the desired solution (e.g., level of control required, time-to-market allowable, and the complexity of the desired solution), as well as the available inputs from the organization (e.g., resources, capital and expertise). Having an agreed upon framework for which conditions should be weighed in the decision can help decision-makers perform an efficient and well-reasoned systematic analysis of the options. How extensively building, developing and/or servicing the product will require coordination of multiple groups (typically because the solution must be integrated with other solutions to create a robust customer experience). The volatility of the product environment and criticality of speed to market. See Box A below for more detail on the types of conditions an organization may consider and how they might combine to implicate a specific build, buy or ally solution. Possible Framework for Analyzing Build-Buy-Ally Alternatives Organizations should assess key internal and external conditions to understand how well a possible build-buy-ally solution meets its interests and fits within its constraints. If then these conditions Required control Company experience level Access to resources Volatility Availability Degree of Complexity of relevant of external integration of solution market sources Time to market High High High Low Low No High Sufficient time to design, develop, & implement Medium to agreed upon level Medium to low High to moderate Medium High Yes Medium Sufficient time to integrate Low or shared Medium to low Moderate to low High Moderate Some and/or partial Low Build Buy Sufficient time to coordinate Ally w/external organization & integrate Using a systematic assessment can give general guidance on whether to build, buy, or ally but does not provide a definitive answer, nor will it enable an organization to weigh the tradeoffs of each solution. An organization ultimately needs to consider its key strategic priorities, as certain factors should almost always trump others dependent upon the business situation and external market factors. Moreover, the availability of an alliance partner or acquisition target (or lack thereof) may, as a practical matter, dictate a specific solution. Include the Right Decision-Makers Any framework that defines how to assess the strategic question of whether to build, buy or ally should carefully clarify decision-making roles around that question. Various internal stakeholders — Business Development, Alliance Management, the business unit or lines of business, as well as other subject matter experts within the organization will not only want to have a say in the decision, but should be adequately consulted to develop a well-informed decision. For example, the Alliance Management function may need to ensure that an Alliance Manager is staffed to manage a new alliance or have concerns about portfolio conflicts. Corporate development stakeholders will have valuable information about the relative value of acquisition targets. The business leads are key to any effort to build up a solution or capability internally and will have strong views about the resource considerations. And yet, the ultimate decision-making authority for these decisions might well sit elsewhere in the organization, leading to under-consultation with key stakeholders or lack of sufficient communication about the decision being made. Such decisions are at risk for being overturned or revisited, wasting precious time, or impacting the speed and quality of implementation of the strategic decision. Aligning around decision-making roles in advance of specific decisions can ensure that decisions are made quickly and leverage a company’s best thinking and expertise. A well thought-out approach to Box A 2 deciding whether to build, buy or ally takes into account not only those stakeholders who are making the actual decision, but those who ought to be consulted (either because they have expertise or their buyin is needed for implementation). Finally, stakeholders who should be kept informed (either throughout the process or once the decision has been made should be identified. This latter category is critical as they are usually impacted from a resource perspective by build, buy or ally decisions, at a minimum by devoting FTEs to manage or oversee the alliance, integration or in-house capability/product development. See Box B for an illustrative approach to allocating decision-making roles. Make it an Alliance Portfolio Decision If forming an alliance seems to be the best fit to support corporate strategy, an organization should consider its portfolio of alliances before making a final decision. Alliance Management often takes the lead in reviewing how a potential partnered product might fit within the organization’s current alliances. The goals of such a portfolio review are fourfold. First and primarily, an organization should identify and address actual or potential conflicts as well as synergies across alliances. It might be that the conflict is irreconcilable such that an ally solution is not the right fit. Conversely, it should seek to identify and leverage synergies across alliances (e.g., related technology or markets, engage one partner to help influence another). Second, taking the portfolio into account in decision-making can help an organization maintain a balance of alliances with shorter and longer value horizons, and alliances with different risk-reward profiles (e.g., high/high, low/low, etc.). Third, understanding how a new alliance will fit into the alliance portfolio will help anticipate or identify alliance resource gaps so they can be quickly addressed and enable efficient re-deployment of resources across alliances, as warranted by performance, life-cycle stage, etc. Finally, a robust understanding of the alliance portfolio and performance over time can allow an organization to identify patterns of performance across alliances; extract organizational insights and lessons about Alliance Management. Conclusion Determining whether to build, buy or ally with another company to support a strategic corporate objective is a complex decision with far reaching resource implications. Companies who regularly engage in that type of strategic decision-making should be well informed of the fundamental differences between the choices and systematically align around and evaluate key internal and external factors that impact which solution might be the best fit. Additionally, organizations should take care to clarify decision-making roles for the decision and consider carefully the portfolio implications of any decision to partner. Illustrative Decision-Making Roles in Build-Buy-Ally Analysis Clarifying decision-making roles can ensure that high quality strategic decisions are made quickly and that the organization is prepared for implementation. Decision Driver Decision Makers Who to Consult Who to Inform Complex issues, actions, or decisions likely to require negotiating with different parties. Person to manage the process and ensure the decision is made. The decision makers: Those people who must have a voice in making the decision (i.e., may vote and/or veto the decision). The parties who may act as advisors to the decision maker(s) and whose views ought to be considered, but who do not have ultimate authority. The interested and/ or affected parties: those who need to be informed about the decision (because they will be impactedby it). Completing a section of the build-buy-ally framework Key Decisions What it would take to build the solution? What it would take to buy the solution ? What it would take to use an alliance for the solution Product Manager Product Manager Product Manager Product Management Council Product Management Council Product Management Council Product Managers with similar or related products LoB head Product Managers with similar or related products Business Development Procurement Product Managers with similar or related products Alliance experts Alliance experts Business Development LoB head Alliance experts Procurement LoB head Business Development Procurement About Vantage Partners Vantage Partners, a spin-off of the Harvard Negotiation Project, is a management consulting firm that specializes in helping companies achieve breakthrough business results by transforming the way they negotiate, and manage relationships with, key business partners. To learn more about Vantage Partners or to access our online library of research and white papers, please visit www.vantagepartners.com www.vantagepartners.com Box B Vantage Partners | 10 Guest Street, Boston, MA 02135 USA | T +1 617 354 6090 F +1 617 354 4685 | www.vantagepartners.com Copyright © 2012 by Vantage Partners, LLC. All rights reserved.
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