The Foreign Direct Investment Decision Process Case Studies of Different Types of Decision Processes in Finnish Firms Jorma Larimo UNIVERSITYOF VAASA, FINLAND Foreign direct investments (FDIs) have been one of the most noticeablefactors in the world during the twentieth century. Relatively little is known, however, about the decision processes in firms which have led to making an FDL The aim here is to highlight the FDI decision process in five foreign manufacturing investments made by Finnish firms. In the analysis of the FDI decision behavior the general model of the strategic decision process developed by Mintzberg, Raisinghani, and Th~oret (1976), is used as a framework. Concerning the case firms' FDIs the following aspects are dealt with: stimuli to FDIs, routes to FDIs, motives for FDIs, consideration of alternatives, information collection, evaluation, choice and authorization and both the problems expected and actually met, and experiences from about twice as much than in the previous 20 years. The target countries of Finnish investments in the 1960s and 1970s were mainly European, especially Sweden, the U.K., and West Germany. In the 1980s the proportional share of units established or acquired in the U.S. especially, but also in various developing countries, grew considerably, whereas in the late 1980s a great share of the investments was made in various EC countries. the investments. The basis for the choice of cases was that there should be differences in the background data of investingfirms, in the process data, and in the situational data. In spite of this, a lot of similarities in the cases werefound concerning e.g. the motives for the FDI, alternative development behavior, information categories and methods used in the evaluation of the investment. Most of the findings were in accordance with the behavioral investment theory and previous FDI studies, j BUSNaES 1995. 33.25--55 The increased use and importance of FDIs in the operation of firms of different origin and the strategic nature of FDIs make them an interesting and important target for analysis. Additionally, it seems that relatively little is known about the more detailed FDI behavior of firms, especially of the decision-making processes leading to FDIs. Therefore the aim here is to highlight the FDI decision process in five foreign manufacturing investments made by Finnish firms. In the analysis of the FDI decision behavior the general model of strategic decision process developed by Mintzberg, Raisinghani, and Theoret (1976) is used as a framework. The analysis of the FDI decision process is divided into three phases: identification, development, and selection. The following aspects of the case firms' investments will be dealt with: he internationalization of business and business enterprises has been one of the most notable factors in the world economy during the twentieth century. A clear general trend in the international operations of the firms has been the increase both in the amount and value of foreign direct investments (FDIs) made by firms during the past few decades. As an indication of the role of FDIs it can be mentioned that according to estimates in 1988 there were 17,500 to 20,000 firms with 120 to 125,000 foreign affiliates (see Dunning, 1993: 16). In some countries like the U.S., the U.K, the Netherlands, and France, the making of FDIs has a long tradition, but in several smaller countries, like Austria, Denmark, Finland, and Norway, most of the FDIs have been made relatively recently. Because this study concentrates on the FDI decision behavior of Finnish firms it can be mentioned that Finnish firms had 54 foreign manufacturing units in 1970, 125 in 1980, 254 in 1985, 388 in 1987, and approximately 920 units in 1991 (see Larimo 1993: 15). The value of net investments made into those units during the years 1965-1985 was about FIM 10.6 milliard (about 2.8 billion USD) and in T 1986-1990 somewhat over FIM 22 milliard (about 5.9 billion USD). Thus the investment flows were in the five-year period Address correspondence to Jorma Larimo, Institute of Marketing, University of Vaasa, RO. Box 297, 65101 Vaasa, Finland. Aim of the Study 1. Identification p h a s e - stimuli to FDIs, routes to FDIs, and motives for FDIs 2. Development phase-consideration of alternatives and information collection 3. Selection phase-evaluation, choice, and authorization In addition, the problems expected and those actually met, experiences of the investments and various other aspects of the processes will be reviewed. The case studies have been selected from 59 FDI cases reviewed by the author in another study (Larimo 1986, 1987). The basis for the selection of cases was that there should be differences in the background data of the investment firms, process data, and the situational data. Methodology of the Study The cases that will be presented have been drafted by using annual reports, in-house magazines, questionnaires, and inter- Journal of BusinessResearch33, 25-55 (1995) © 1995 Elsevier Science Inc. 655 Avenue of the Americas, New York, NY 10010 ISSN 0148-2963/95/$9.50 SSDI 0148-2963(94)00013-5 26 J Busn Res 1995:33:25-55 J. Larimo view results. Interviewees then checked them, and it was possible for them to add a few extra details. The managers who were interviewed had been centrally involved in the FDIs reviewed, How reliable is such a data base for research? The strategic decision process may be researched by observation, by study of organizational records, and by interview or questionnaire, Investigation of records is often impossible because strategic decision processes seldom leave reliable traces in the files of an organization. As Barnard has noted (1966: 192-193): "Not the least of the difficulties of appraising the executive functions of the relative merits of executives lies in the fact that there is little direct opportunity to observe the essential operations of decision. It is a perplexing fact that most executive decisions produce no direct evidence of themselves and that knowledge of them can only be derived from the cumulation of indirect evidence. They must largely be inferred from general result in which they are merely one factor, and from symptomatic indi- of Finnish firms. Because the main aim is to illustrate various types of processes observed among the investment processes that have been studied by the author, the cases are selected in such a way that there is variation in the background data (firm size, extent and experience in international operations, especially concerning FDIs), in the process data (process nature, routines, and dynamic factors), and in the situation data (competition situation, motives for FDIs, environment, role of organizations affecting the FDI). A summary of the main background data, process data, and situation data concerning the cases is presented in Table 1. cations of roundabout character." Observation is certainly a powerful and reliable method (see e.g., Mintzberg et al. 1976: 248), but extremely demanding of research resources as strategic decision processes typically span periods of years. The researcher is forced to study the process Review of Empirical Foreign Direct Investment Decision Studies after completion, therefore obliged to rely heavily on interviewing. The best trace of the completed process remains in the minds of those people who carried it out, as Mintzberg et al. remark in their study (p. 248). Tapping the memories of the decisiommakers could introduce two forms of error: distortion and memory failure. Obviously there is no reason to suspect any systematic distortion in the study: This is argued by the fact that the goal of the case studies was to try to trace and describe the decision-making processes in such and not to analyze the progress of the processes from a normative point of view. The possibility of random distortion could have been reduced by using multiple interviewing, but this was possible only in one case. As for memory failure, there is no doubt that some information on false starts, unsuccessful steps, views, and influences of various persons during the decision processes went unreported. In the two oldest cases it was possible to use more internal written material, which reduced the possibility of memory errors. (Concerning methodological issues in case studies see also e.g., Filstead, 1970; Glaser and Strauss, 1967; and Lindgren, 1982). According to Normann (1976: 54) there are four different ways to select cases. The four methods can be differentiated according to the criterion for comparison: (1) comparison with other cases, (2) comparison with (formal) theories, (3) comparison with ideal states and types, and (4) comparison with traditional norms and presentations. As for FDI situations, no ideal states or ideal types can be regarded as prevailing. The main aim of this study is m illustrate various types of cases concerning FDIs and that is why there will only be limited analysis in the form of comparison with formal theories in the area of investment behavior. However, there will be some comparisons of the results with typical features of FDI decision behavior wyn (p. 23): There havebeenmajor analyses of decision-making in multinational corporations of course, but they tend to focus on the issue of centralization versus decentralization in the making of various functional, product, and area decisions (Goehle, 1980), rather than on the foreign investment decision itself. The conditions, motivations, and evaluation pracrices bearing on the decision to invest abroad have also been studied extensively... This kind of analysis sheds relatively little light, however, on the foreign investment decision process itself. Framework for the Analysis of the Foreign Direct Investment Decision Process In a 1983 article, Jean J. Boddewyn considers the situation in the area of FDI decision-making studies. According to Bodde- In Table 2 a summary of empirical research in the area of FDI decision-making is presented. Of the studies where decision behavior in several FDIs made have been analyzed, those by Aharoni (1966), Wahab (1978), Larimo (1987), and Bj6rkman (1989) may be regarded as the most important ones concerning the progress of the FDI process. The study by Aharoni (1966) is a pioneering study in the area of FDI decision-making processes. Aharoni states in his study (p. 45-46): "... a foreign investment decision is a very complicated social process . . . . It contains various elements of individual and organizational behavior, influenced by the past and perception of the future as well as the present. It is composed of a large number of decisions, made by different people at different points in time. The understanding of the final outcome of such a process depends on an understanding of all its stages and parts." He stresses the importance of a strong initiating force in triggering the strategic decision process. Once management has recognized FDI as a legitimate problem or opportunity, an investigation process is initiated. During the investigation the firm searches for solutions to the problem or FDI Decision Processes in Finnish Firms opportunity. This is done, e.g., by desk research and on-thespot investigation. Aharoni refers to Cyert and March (1963) and states that the search is motivated, simple-minded, and biased. He also points out that often the firm's level of commitment to the FDI increases as a result of the continuing investigation. Typically the firm does not reach a decision before the reviewing bodies within the firm have bargained as to which alternative solution is most appropriate. Leadership may permit the organization to settle conflicts during the dynamic bargaining process. For the firm with previous FDI experience, organizational learning may cause changes in goals, in the balance of power among participants in the process, and in policies, Wahab (1978) tried to make improvements in Aharoni's study with the quantification and ranking of variables mentioned by Aharoni and with the addition of a number of new variables not mentioned by Aharoni. The empirical findings of Aharoni and Wahab were different in two respects (Wahab 1978: 148-152). The first area of difference was the lack of emphasis upon profit motivation in Aharoni's research. In the study of Wahab the respondents repeatedly emphasized that profit was an important consideration in FDI decisions. The second area of difference was in the passive role Aharoni assigned to firms in responding to FDI opportunities before the creation of an international division or before the recognition of FDI as a legitimate problem area. The findings of Wahab showed that firms were not only receivers of information in various forms, but they were also seekers of information or were constantly in search of opportunities, In the study of Larimo (1987) it was found that the following features seemed to have been typical of the FDI decision behavior of Finnish firms: (1) the stimuli to the investment came from outside the firm in cases of first time investors and from inside the firm in cases of repeat investors; (2) in contrast to the findings in several U.S. studies, the FDI decisions were in the majority of cases triggered by different types of opportunities, not by problems, in the target country of the investment; (3) firms tended to have at least exported to the target country before making the FDI; (4) a central motive for making a FDI was the small size of the domestic market-in FDIs made in OECD countries the size of the target country market, closer contact to the customer, maintaining or expanding market share and in FDIs made in LDCs arid NICs, the measures taken by local officials to favor local products and nationalism were central motives for the reviewed investments; (5) most of the FDIs were horizontal types of investments; (6) Finnish firms preferred wholly or at least majority-owned units in OECD countries, whereas jointly and minority-owned units were relatively common in LDCs and NICs; (7) acquisition was the main form of FDI in OECD countries and greenfield investments in LDCs and NICs; (8) investments tended to be quite small in relation to the size of the Finnish firm; (9) firms did not usually develop many investment alternatives for evaluation; (10) central information categories were strategic suitability, size of the market, market potential/market growth view, competitive sit- J Busn Res 1995:33:25-55 27 uation and return on investment; and (11) investment decisions were usually go/no go decisions. In the study by Bj6rkman (1989: 163-164) it was found that in the reviewed cases the firms had developed only one FDI alternative at a time. This concerned both the country to be investigated, the location within the country, the choice of whether to acquire a firm or to make a greenfield investment, the choice of joint venture partner, and the choice of which firm to acquire. Secondly, as in the study by Larimo, the results indicated that the FDIs were only in very few cases triggered by problems with current operations in the foreign country concerned but mainly by different types of opportunities. A third observation was that the final FDI alternative was often clear to decision-makers early in the decision-making process. Fourth, it was found that prior to a change in general readiness to carry out FDIs, the decision-makers did not perceive foreign production as a relevant alternative, in fact they exhibited an inertial resistance. Finally, after the first commitment the investing firms became more receptive towards FDIs-in six of the reviewed seven cases in the study a new FDI decision-making process was initiated shortly after the first commitment to FDI. GeneralModel of the Strate~c Decision Process by Mintzberg,Raisinghani, and Thior~t (1976) The general model of the strategic decision process developed by Mintzberg et al. (1976) will be used as the main framework in this study. There are several reasons for the choice. Firstly, this model was developed for unstructured decision processes and, as presented in the introduction, FDIs are a fairly new phenomenon for most of the Finnish firms, so that obviously no predetermined and explicit set of ordered responses exists. Second, the Mintzberg et al. model was developed for strategic decision processes, and FDI can be regarded as an important strategic decision in most cases. Third, there are many decision process models that are normative. In this study the viewpoint is behavioristic as in the Mintzberg et al. model. Fourth, their model is more detailed than many other models, e.g., those by Aharoni and Wahab, as can be seen from the next chapter, where the main content of the world will be presented. The study by Mintzberg, Raisinghani, and Th6or6t (1976) is based on 50 strategic decision processes, of which 25 were analyzed in depth. The central framework of Mintzberg et al. resembles Simon's three-phase I-D-C process model (intelligencedesign-choice). Mintzberg et al. use the terms identification, development, and selection as the corresponding phases in their research. They describe these three phases in terms of several central "routines." In addition to the central routines, they found three sets of supporting routines in the field study. To help to explain the relationship between the central and supporting routines, they use six sets of dynamic factors. The general model of the strategic decision process developed by Mintzberg et al. is presented in Figure 1. The identification phase of decision-making comprises two 28 J Busn Res 1995:33:25-55 J. Larimo ~ .~ .~- _ o~ . ~ ~ t:m m ",~, o o ~•~ .~~ ' u~ ~ ~ ~~. a~-' ~ ~ o ~~ ~~ ~ o '"~ ~ ~. ~ o ~ ~ ~ ~ ~ :~ o .~ ~ 0 ~ o~o ~'~ ~- ~ o ..~ o~ .~ 0"~ .~o ~ o ~ ~ ,.,, ~'~" ~ ~~ o ~-~ o '~ ~ 8-~ ~ ~ ~ g~2~.~ ~ . ~ ~o~ ~ . ° U ~ ~0~.,. ~ ~ o ~ ~ ~"~ '~ ~ > o ~ ~-u~ o FDI Decision Processes in Finnish Firms J Busn Res 1995:33:25-55 ~ ~ o 8 .~ 8 8~ ....a~ 8 ~ , z u z zu u~ o ~o~,Z~ go., ,-4 ~ ~,Eo,, 0 --- ~ s g u z s og -- z zu @m . . . . . ~n "~n "~ "~ ,.~ " : Z Z ZZ Z~ ~'- Z Z Z Z ZZ o o ~.'~ ~ ~ ' ~ ~" ~ £ ,.~ ~ ~ > ~ I= ~..~ o Z~ o .-. x o o~ ,-~ <.2 .- U . . . . . . "~ ~ ~n ,-~ 0 ,.~ ~ 8"6 ~ o ~ , S z z z zz ~u ~ --~ ~ 0 o ~ u o o .~ 0 ~ ~ ~ ~ ~. ~-~ ~ o ~0~ ~-9 30 J Busn Res 1995:33:25-55 J. Larimo ~ ~ o~ -a I ~ o •-~_ •- ~~ .~o .o~.. ~~ .= ~ 0 ~ . o ~ .~,~ ~ ~ ~ ~ ~ o~ ~ ~ . . . . ,a ~a ~ u ~ o ~ .~.~ ~ ~ -~ ~ ~.o .~o= ~- ~ ~ o ~=~ 8~ .o o ~.~.- ~.~ ~ .... ~.~ 0 - -~ ~ "el ~ ~o~6 'FI ~ . "~ ~ ~ ~ ~ ~=~ ~ ~ .... ~ ~0~.= ~o N - ~'~ FDI Decision Processes in Finnish Firms 0 0 "~ ~S g-~ J Busn Res 1995:33:25-55 0 O~ ~ g 0 ~'~ 0 ~S 0 aS "~ . :~ ~ E. ~, ~ = . .-.,,o e ~ . -" ~ ~,. "~ . ~ ~ ~ ~ ~ ~ 8 --~ ~.~ E ~, .o. . . ~ ,o ~ = o-,, ~ o ~ ~ -~ ~ -~ .~ o . o ~ =0~ "~ ..o.g ~'= ~'~ z ~a~ = o- ,_~ ,-~ O0 . ~~~ ~ ~.~ " -~.- u= ~ ~ ~ '~ ~ ~"-" o .~ ~ ~ " ~ . o o .-~ . ~ 8 ~ . ,~,~ su ~ .~ .~ ~ ; o,~o ~ .= ~ ~ ~;,_, E ~ ~ ~ ~ ;~ 8 ~ .°o , o~ -z U ~ .g:= o ~ ~ ~o~, .= ~ ~ = =._~o~ -~ o ~ ,-~ ~ ~.~u ~ o ~ ~: = 0 .~.~ = . = . ~ o ~• ~o-~ .~ " ~ o • o .~ ~ .~ ~ ~ '~s ~ ~~ 's ~~ ' ~ ~;~ ~ a~ o .~ -~ ,~ ~, ~ 0 ,--~ ~ .,~ ~ ~' S o ~ 8 ~ .~ -~ ~ .~ . oo.= o = % = o.. o.= ,o= ~ o ~ ~' ~e,-e ,~ ..= 8 = 31 32 J Busn Res 1995:33:25-55 J. Larimo Identification Development I I I Selection l| ! I -" Evaluation "~ ' Bargaining: Eval/Choice I I I 1 T Internal Interrupt I I I 1 I T t New Option Interrupt , t -k T External Interrupt , 1 FIGURE 1, A general model of the strategic decision process (Mintzberg, Raisinghani, and Theoret, 1976: 266). routines: decision recognition and diagnosis (p. 252-253). Decision recognition consists of opportunity, problem of crisis recognition, and decision activity evocation. In diagnosis, routine management seeks to comprehend the stimuli evoked and determine cause-effect relationships for the decision situation, Information need for the evoked situation will be analyzed, and information acquisition and the sources of information planned, As with the identification phase, the development phase also consists of two routines: search and design (p. 255-256). Search is evoked to find ready-made solutions for the situation. Mintzberg et al. isolate four types of search behavior that vary from an active searching for alternatives to a passive waiting for unsolicited alternatives. In a design routine, the firm strives to develop alternatives by itself or it modifies a "ready-made" solution. Because the development phase consists of routines that lead to the development of one or more solutions to the situation, this phase can be regarded as being at the heart of the decision-making process according to Mintzberg et al. The selection phase of the model consists of three routines: screening, evaluation-choice, and authorization (p. 256-257). The screen routine is evoked when search has generated more ready-made alternatives than can be intensively evaluated. Screening is used to reduce the alternatives to a number that can be stored and later handled by time-constrained decisionmakers. Evaluation-choice is then used to investigate the feasi- ble alternatives and to select a course of action. The largest part of the literature on the strategic decision process has focused on the evaluation-choice routine. According to the findings of Mintzberg et al. this routine seemed to be far less significant in many of the decision process routines than the diagnosis or design routines. The last routine is authorization, which is used when the individual making the choice does not have the authority to commit the organization to a course of action. The three central phases in the strategic decision process are supported by three sets of routines: decision control routines, decision communication routines, and political routines (p. 260-263). Decision control routines guide the decision process itself. Faced with a decision situation, not only does the decision-maker execute the steps leading to a solution, but also plans the approach and allocates organizational resources to get there. Decision control activities are difficult to study because they tend to be implicit and informal, taking place in the mind of the decision-maker, and they tend not to leave tangible traces. Decision communication routines provide the input and output information necessary for maintaining decision-making Mintzberg et al. delineate three communication routines (p. 261). The exploration routine involves the general scanning for information and passive review of unsolicited material. The investigation routine involves the focused search for and research FDI Decision Processes in Finnish Firms of special purpose information. The third communication routine consists of dissemination of the information, There is considerable evidence of political activities being a key element in strategic decision-making (p. 262). Political activities reflect the influence of individuals who seek to satisfy their personal and institutional needs by the decisions made in an organization. These individuals, who may be inside or outside the organization, are tied to the decision process by their belief that they will be affected by the outcome. Their political activities serve to clarify the power relationships in the organization or they can help to bring about consensus and to mobilize forces for the implementation of decisions, Strategic decision processes are often presented as a steady, undisturbed process. In practice the situation is often quite different. According to the findings of Mintzberg et al. most decision processes were unsteady, disturbed processes. They found six different types of dynamic factors that affect the decision process (p. 263-266): (1) interruptions, which were caused by environmental forces, (2) scheduling delays, because managers were severely time-constrained, (3) feedback delays, as the decision-maker awaits the results of the previous action taken, (4) timing delays and speed-ups; where managers may speed up or delay a decision on purpose to take advantage of special circumstances, to await support of better conditions, etc., (5) comprehension cycles, within one routine or between two routines in order to comprehend the issue, and (6) failure recycling; where the proposed solution is for some reason not accepted. Mintzberg et al. state (p. 263) that the dynamic factors are perhaps the most characteristic and distinguishing fedtures of strategic decision processes, and it is therefore surprising that they are hardly mentioned in the literature, In the categorization of decisions Mintzberg et al. use in addition to the stimuli that evoked the process and solutions for the processes also a third method, the process used to arrive at the decision. Based on the third method the decision processes reviewed in the study fell into seven groupings (p. 268-273): (1) simple impasse decision processes, (2) political design decision processes, (3) basic search decision processes, (4) modifled search decision processes, (5) basic design decision processes, (6) blocked design decision processes, and (7) dynamic design decision processes. The seven groupings appeared to depend largely on the type of solution and the nature of the dynamic factors encountered, An application of the model by Mintzberg et al. to FDI situations is presented in Figure 2. (For details of the application development see Larimo, 1987.) Different Types of Foreign Direct Investment Process Developments in Finnish Firms In the following, five different types of process development concerning foreign direct manufacturing investments in Finnish firms will be presented in detail. The main features of the I Busn Res 1995:33:25-55 33 process developments and the main events that affected the processes will be presented. Case 1" A Small Firm in the Electronics Industry Firm A is a small firm operating in the electronics industry. The firm is a part of a Finnish concern operating in several fields of industries. The turnover of the concern was about FIM 80 million in 1983, of which the share of exports was about 20%. The turnover of firm A was about F1M 10 million, of which exports accounted for about 50%. The exports of the firm were mainly arranged directly from Finland or by using local agents; the firm had only one foreign sales office. The concern had three sales units abroad, established in the late 1970s and early i980s, but no licensing agreements or assembly or manufacturing units. In 1979 Firm A had negotiated possible cooperation, including acquisition, with a foreign firm B, having heard that the firm had financial problems (stimuli evocation; evaluation), but the negotiations had ended at the preliminary phase (interruption). Firm B had operated in the field for quite a long time and was much bigger than firm A. The national attitude concerning the firm and its ownership basis and the announcement that the government would take part in the operation of firm B, mainly as a financer, was an important factor in the reluctant attitude of firm B toward cooperation and especially acquisition. In 1983 the Board of Directors of the concern concluded that firm A was too small a unit to grow on its own and did not fit the overall strategy of the concern. In the strategic planning process the Board concluded that in the future firm A should not concentrate on two, but only on one, business sectot. The firm was the only manufacturer in the sector in Finland, having acquired the only domestic competing firm some years before. As a result of the strategic decision to concentrate on one business sector, the Managing Director of firm A changed because the former Managing Director acquired the other business sector. After this strategic decision there was also the problem of how to achieve the growth and profit goals in the business sector. As mentioned previously, the firm was the only manufacturer in Finland and an evident market leader. The only competitor in the Finnish market was firm B, which was mentioned earlier. Because the market in Finland was relatively small in the business sector in question, and no significant growth could be expected within the sector in the future, the firm was forced to base its growth mainly on foreign markets (stimuli evocation). Because of this, as a central criterion in the choice of the new Managing Director, it was decided that he or she should have experience in the planning and realization of foreign operations of other firms. A person who had the needed experience w a s found and he was elected as the new Managing Director of the firm in November 1983. ~n March 1984 the firm decided as its next move to study the markets and future prospects in its industrial field, mainly in Europe (diagnosis). Because of a lack of own resources, the firm decided to contact a well-known foreign consultancy firm (search), which some years earlier had been commissioned to 34 J Busn Res 1995:33:25-55 J. Larimo The main factors affecling the decision process: origin and nature of the stimuli; strategic plans of the firm; international operation experience of the firm and its management; quantity and nature of other stimuli in the firm; size of the investment; potential target country, acquisition candidate and/or joint venture partner; competition situation Identification ! Development I 1 Selection It Search ] • country, target ] firm/joint ven-[ ture partner, | location etc. ] • clarification of the evoked situation I icreeoing *country, target ] ] firm/joint ven-I,--- ture partner, location etc. | / ] Authorization *international operation Judgement: policy/case specific policy Eval/Choice • problem, crisis and/or opportunity Analysis: Evaluation ~ | | • inside and outside the firm _.~ Bargaining: Eval/Choice FIGURE 2. A general model of the foreign direct investment decision process and the main factors affecting it (Larimo, 1987: 154). survey the future outlook in this particular tield by another firm in the concern. The brief consisted of analyzing the economic outlook for the field in question and of drawing up a strategic plan for firm A (design). Fairly soon after this, the management of the concern heard, via personal contacts, that firm B was again facing financial problems and might be interested in cooperation or in selling some parts of the firm. Because it was quite evident that internal growth for firm A would take too long, the brief given to the consultancy firm was revised, so that cooperation, including the acquisition of firm B, was included in the study (design). The consultancy firm completed its study in May 1984. The results clearly supported the views of the Managers in firm A about the leading position of firm B in its home market and in the whole of Europe and, with certain products, even globally, The demand for the products of the business-sector in which firm A was especially interested was clearly highest in Europe. The production volume of firm A was twice as big as the production volume of the second and third biggest firms in 1983. Earlier the difference in the size of production volume had not been as big, but in 1983 firm B had completed some large contracts. Furthermore, firm B was a European company, the second and third biggest firms were both Japanese. The other firms in the particular field (less than ten firms) operated mainly locally and were significantly smaller than the three biggest firms, The consultancy firm's attitude towards more intensive cooperation with firm B, mainly in the form of an acquisition, was very reserved, however. The gains of synergy were considered fairly small in relation to measures needed to improve the financial state of the firm. Cooperation with the second or third biggest firms in the industrial field was not regarded as realistic by the Managing Director of firm A, or by the Board of Directors of the whole concern, because both firms were large Japanese multinational companies. The turnover of these firms was over a hundred times bigger than that of firm A. The share of the business secfor in which firm A was especially interested was only a fraction of the total turnover of these firms and as a consequence their interest in developing firm A's business sector would obviously not have been as high as firm A's own interest. Additionally, the very different cultural background of the two firms was expected to cause problems. Consequently, firm B was regarded as the only potential cooperation partner (evaluationchoice). The study by the consultancy firm dealt with the acquisition of firm B with all its nine business sectors. However, firm A was primarily interested in buying only one business sector (i.e., the same as its own). Because of this, it was decided to investigate the acquisition possibilities of that particular sector more thoroughly. It was considered that the cooperation could FDI Decision Processes in Finnish Firms offer synergy effects in production and RgrD operations (firm B had developed a new product which was regarded as very promising by the managers of firm A) and economies of scale, Additionally, because the main weight of the operation of firm A was to be outside Finland in the future, the strong reputation of firm B and its wide marketing network would lead to additional synergy gains. Thus, Concern management contacted the two main shareholders of firm B at the beginning of June 1984 (evaluation-choice). The owners of firm B had intended to divide the firm into nine smaller units. In the negotiations between the main shareholders of firm B and the two representatives of the Finnish partner (one member of the Concern Board and the Controller) several models for cooperation were discussed. The representatives of firm B were interested in getting firm A and some other firms in the concern to operate in several new units which were to be formed. On the other hand, the representatives of firm A were only interested in cooperation within their own business sector, as presented earlier, The result of the negotiations was that the firms drafted a letter-of-intent agreement according to which the firms would, in the future, investigate the possibility of firm A taking part in the operation of the two new units, with management responsibility, and less intensively in the operation of some other units, Firm A was itself especially interested in one of those two units, but the other one was in a business sector in which another firm in the same concern as firm A operated, and was therefore included in the letter-of-intent agreement (design). In the negotiations held at the end of the following month, the firms reached a preliminary solution according to which firm B would sell part of its operation in the business field in which A was especially interested to firm A. A new firm was to be created, of which B would own 30% and A 70%. Firm B would reorganize the operation of its business sector before establishing the new unit. This concerned in particular the foreign sales network of firm B and a number of workers and managers. According to the agreement, the Finnish firm would also participate, with a minority ownership share, in the operation of another new unit. With regard to this unit, the partners had agreed on management responsibility investigations earlier. On the suggestion of the management of firm A, they decided not to start cooperation of other units (evaluationchoice), The partners very soon reached an agreement concerning the ownership share in the new unit, because firm B was interested in continuing in the business sector to some extent, and the Finnish firm regarded it as sensible that firm B should take part in the operation in light of its experience, know-how, etc. In addition to the consultants who had made the industry and strategy investigations, firm A hired two other firms of consultants to make further analysis. The firm had used both consuiting firms previously. One was engaged to make a more detailed analysis concerning production and products of firm B and the new unit, whereas the other firm had to make a more detailed analysis concerning the management of firm B. J Busn Res 1995:33:25-55 35 The proposition concerning the acquisition/establishment of a new unit was discussed by the Board of Directors of the concern for the first time formally in September (authorization) and again in November 1984 (authorization). The final agreement was signed immediately afterwards. The final solution differed from the earlier agreement in the respect that firm A would not involve itself as a minority shareholder in the operation of the other unit. This decision was made on the initiative of the Finnish firm. In the agreement there was an option, however, that the Finnish firm could buy a minority share in the unit later. The managers of firm A were unanimous about the FDI decision, but at concern level the managers of the other business sectors were more reserved because the investment to be undertaken by firm A was so big that it would influence the investment possibilities of the other business sectors for several years to come. Because the most influential members of the Board of Directors of the concern regarded the project as worthwhile, however, there were no bigger problems with the authorization (political routines). There were no problems in getting permission for the FDI from the Bank of Finland (external authorization; from the late 1980s there has no longer been any requirement to obtain permission for the FDI from the Bank of Finland). The partners had agreed that firm B would acquire all the permission from the local authorities that was required. Apparently because of the weak financial state of firm B and because there were no other firms in that sector in the country with whom there could have been cooperation negotiations, there were no big problems in getting permission in the target country, either (external authorization). As can be seen, acquisition negotiations progressed rather quickly. This was greatly influenced by the following facts: (1) there existed a clear view in firm A that it should either grow or leave the business sector and the firm had decided to stay in the business sector; (2) the best way to grow would be an acquisition and the best acquisition target firm would be firm B; and (3) neither firm A nor firm B had any, at least any more detailed, acquisition/cooperation negotiations, with other firms at the same time. A model of the progress of the decision-making process is presented in Figure 3. Both opportunity and problem acted as the stimulus for the process. No special project group was elected for the process. Active search best describes the information collection behavior. The design routine in the process can be categorized as modified, i.e., features of both ready-made and custom-made solutions could be identified. The selection routine resembled mainly the bargaining alternative. In the decision communication features of exploration and investigation could clearly be found and dissemination at least to a limited extent. The managers of other business sectors were somewhat reserved because the relatively large size of the FD1 would influence the investment possibilities of other business sectors in the near future. Thus political activities could be identified in reaching the decision. Of the dynamic factors comprehen- 36 J Bush Res 1995:33:25-55 J. Larimo Search I q t J I i I I I ..t Diagnosis d Design I u,horiza ,on , Decision recognition • - I.. , , i , ! I I I ---4- ) J p Evaluation/ Choice . LI . . . . i--- ! I --"~, . "T 1979 November 1983 Interrupt 1979 November 1984 FIGURE 3. The foreign direct investment decision process development in case 1 sion cycles could clearly be identified and scheduling delays and failure recycles at least to some extent. As a whole the decision-making process may be best categorized as modified design decision process, One of the central problems in the process was that firm A was in a certain sense acquiring a firm that was in many aspects (turnover, production volume etc.) much bigger than the firm itself. Apparently the firm would not have had the courage to start the whole FDI process at all, if first there had not been a concern behind it and a financing firm behind the concern and second, if there had not been personnel in the firm who had experience of both domestic and foreign investment planning and realization, As a result of the investment, firm A and the new joint venture unit of which the firm owned 70%, had a monopoly position in Finland, in the home country of firm B and also in the other Scandinavian countries. It had a market share of about 60% in Europe and of 30% globally in its business sector. The budgeted sales in the first year of operation were about 40 million FIM, and the unit employed some 50 persons, About one year after the signing of the FDI agreement the Finnish firm acquired firm B's share in the production unit. There was no option concerning this in the original agreement, because firm A had thought that it was only sensible that firm B took part in the operation and was a minority owner. However, the problems resulting from taking one business sector away from a bigger entity were greater than firm A had expected. There were big changes in the operation mode, compared to the former operation of firm B, because in production it was planned to use more subcontractors than earlier. In the construction of the organization model, there were also more problems between the partners than were expected. For example, finding a suitable Managing Director for the unit caused unexpected problems and even before that some members of the Board of Directors had to be changed. It was planned that a Finnish person would be the chairman, but according to local law it was forbidden for a foreigner to act as a chairman. The products of the firms were competing with each other to some extent and the marketing channels overlapped somewhat. It was planned that there would be no changes in the initial stage and the problems presented by the consultancy firm used in the strategic planning on how finally to arrange the marketing, would gradually be solved. Later it became evident that reaching the marketing synergy goals was much more problematic FDI Decision Processes in Finnish Firms than expected. The reaching of production and R&D synergies also yielded more problems than expected. It took until the late 1980s before the expected synergy effects could be reached, Case 2: A Consumer Goods Manufacturer Firm X operates in several industrial fields. The turnover of the concern was about FIM 550 million in 1982, of which the share of exports was 42%. The business sector under consideration (consumer goods) had a turnover of about FIM 80 million in 1982 and the share of exports in that business sector was about 50% of the turnover. The firm had been the market leader for certain products of that business sector both in Finland and in another Nordic country (Sweden) for several years, To strengthen the market position in Finland, the firm had made some domestic acquisitions in the late 1970s. In the 1970s the concern had established two sales subsidiaries abroad to support the export operation. One of them had been established in Sweden to support the export operation of the business sector in question. Additionally, one of the domestic subsidiaries of the concern had established a small manufacturing unit of its own in another industrial field outside Europe in the mid-1970s, The export efforts made in the business sector outside the Scandinavian countries in the 1970s had not succeeded as expected. There was a clear overcapacity situation in all Scandinavian countries. Because of this, the Finnish firm had had cooperation negotiations with the two biggest firms in the industrial field (firms A and B, the former from Sweden and the latter from Denmark). The three firms (X, A, and B) decided to establish a new firm C in the early autumn of 1980. The new firm, C, was to comprise one production unit that was formerly owned by firm A and a small private firm from Sweden. Each of the three firms A, B, and X would own one-third of the new firm C. Some of the business sector's products would be manufactured by firm C, some by firm X and the subsidiary firm Y, which firm X had acquired a few years previously, and some by firm B. Some of the products of firms A and X were to be marketed under the same product name in the future, The Management Team of the newly established firm C was chaired by the Manager of the particular business sector of firm X who at the same time also acted as Managing Director of firm X. After some months, problems appeared in the cooperation project. According to the cooperation agreement, firm Chandled all the sales of firms A, B, and X in Sweden. The problems arose because customers wanted to be in direct contact with firm X. Additionally, the Managing Director of firm C, who was elected mainly on the proposal of the Management Team of firm A, was unable properly to do his job and there was also some financial confusion in the operation of firm C. Therefore the Finnish firm X regarded it as sensible to pull out of the cooperation. Firm C's share was immediately sold to the other partnets at a low price in early 1981. The operation of the Finnish firm's sales unit in Sweden had diminished in the late 1970s, because the marketing personnel worked directly under the parent firm, not under the sales unit. J Busn Res 1995:33:25-55 37 During the cooperation period firm X had a marketing organization of its own in addition to responsibility for the marketing arrangements of firm C, because the reorganizing of the operation was unfinished when firm X decided to sell its share in company C. After the end of the cooperation the Finnish firm decided to strengthen the operation of the sales unit. The former Managing Director and shareholder of the subsidiary company Y was appointed as Export Manager of the firm. His location was Stockholm, the capital city of Sweden. He knew the customers well in the business sector in all Scandinavian countries and the sales began to grow remarkably. Outside the Scandinavian countries the sales of the firm had not yet reached the level expected in spite of numerous sales efforts. In summer 1982 the Managing Director of a small Swedish company in the business field contacted the managers of firm X and offered the company for sale (stimuli evocation). Sweden was the second important market area for firm X, and because the cooperation project had failed and the firm wanted to gain an even stronger foothold in the market, it was considered that the prospect of making the acquisition should be studied in more detail (diagnosis). Because several small firms in the industrial field had gone bankrupt or were merged into bigger firms, the number of alternative firms was fairly limited. The representatives of firm X went to negotiate the deal. The suggested price was considered clearly too high by both managers in relation to the weak financial state of the firm. Consequently firm X decided to reject the deal straight after the first visit (evaluation-choice). Shortly afterwards the small Swedish firm went bankrupt. A person who had worked as a consultant in the firm that had been offered to firm X, bad bought the machines and equipment used in the firm before the bankruptcy and had started production immediately. In June 1983 the manager of firm X's sales unit reported to the manager of the business sector that this company was perhaps for sale (stimuli evocation). The share of sales in Sweden was about 30% of the total sales of firm X in the business sector, and the share of total exports was 60%. The turnover of the Swedish firm was under FIM 5 million and it employed about 30 persons, so it was a fairly small unit. However, the firm manufactured certain products of a very wellknown product family. The Finnish firm's market share of the products that the unit manufactured was about 40% in Sweden and the market share of the target company about 10%. There were only two other bigger firms in the business sector. One of them was owned by a foreign company and was probably not for sale and the other one was company C, with which the Finnish firm had had the failed cooperation agreement. Other firms in the sector were small and not of interest. Consequently, no real acquisition alternatives were available. Because of the clear overcapacity in the industrial field a greenfield investment was also out of the question (diagnosis-search). The target firm's customers consisted mainly of those of the firm's former owner. The firm was the only producer of the particular products in Sweden. The firm had a different distri- 38 J Busn Res 1995:33:25-55 bution network from firm X and the other firms in the industrial field, thus the acquisition would make it possible to have a broader distribution base. The owner of the firm was famous for starting and modernizing firms and then selling them. Based on this, it was expected that the firm would also be offered to other firms. Because the acquisition would offer the main competitors a possibility of completing the product range, it was evident that they would also be interested in the acquisition, The Administrative Director and some other experts discussed the situation unofficially with the Managing Director of firm X and it was decided to start the negotiations on possible acquisition as soon as possible (evaluation-choice; authorization) to maintain an edge over the competitors (speed-up). During the first trip the partners signed a letter-of-intent agreement concerning the conditions of the deal. According to the agreement, the Finnish firm had priority rights to the firm if there were not to be big changes to the original conditions of the acquisition. The Administrative and Financial Director, manager of Swedish export, and some production and technical experts made three trips to the target firm, during which detailed analysis concerning the production, financial state, etc. were made. The central questions in the negotiations were the purchase price, the sales arrangements that the firm had made with one customer, and the future of the company employees, Concerning the sales arrangements, the target firm had given one customer a 95% monopoly in selling the firm's products, Concerning the post-acquisition situation, the owner Managing Director, who was of local origin, wanted guarantees that all the workers could hold their jobs. Because the Finnish firm was to be the sixth owner of the firm in just a few years, the employees' deep concern was understandable. During the third trip to October 1983 the partners made a preliminary acquisition agreement (evaluation-choice). The final acquisition proposal was presented in December 1983. There were only a few minor changes to the preliminary agreement. The Finnish firm committed itself to employing the former Managing Director and all the employees at least for a specified period. Alternatively, the firm was to pay compensation (evaluation-choice). The owner Managing Director and the workers approved of the proposal and it was formally presented to the Board of Directors of the Finnish firm in January 1984 (authorization). The firm moved preliminarily into the ownership of the Finnish firm in December 1983 and finally in May 1984, when the Bank of Finland and authorities in Sweden gave permission for the deal (external authorization). A model of the progress of the decision-making process is presented in Figure 4. In the process both opportunity and problem acted as the stimulus. As in case 1 no special project group was created. Active search was used in the information collection. As for solution, it may be stated that it was found ready-made. The evaluation-choice procedure in the case is best dassified as haying been bargaining. In the decision communication exploration and investigation could clearly be recognized and dissemination at least to a limited degree. Of the dynamic factors, J. Larimo comprehension cycles and timing speed-ups could clearly be identified and scheduling delays at least to some extent. If the original cooperation agreement that was canceled is taken into account, failure recycle could also be identified. If the original cooperation agreement is excluded, case 2 may be categorized as a whole as having been near to a basic search decision process; no alternatives were considered and the conditions of the deal were presented to the Finnish firm already at the beginning of the process. Via the acquisition, the Finnish firm could expand its market share in Sweden from 40-50% in certain business sectors. At the same time, the firm strengthened its position as the biggest firm in the industrial field in Scandinavia. It was possible to conclude the negotiations fairly quickly, because the Finnish firm knew the market very well already, knew what kind of alternatives it had, and because the size of the investments was very small. In the Finnish firm the acquisition raised no objections among managers of other industrial fields because of the size of the investment. The process of acquiring the firm progressed steadily- only in the contact phase there was a need to push the matter. In other stages no speed-ups or time delays existed. Before the acquisition it was expected that cost accounting and reporting would be the biggest problem areas. However, after the acquisition it became evident that the main product the firm manufactured was not as competitive or in such demand outside Sweden as the Finnish firm had expected. Firm X had planned to increase the production volume of the acquired firm by about 50% through exports. The main product was rather different from the other products of the firm and its production was more costly than anticipated. The firm that had made the monopoly selling right agreement would not allow the firm to sell the product or any other products of the same type in Sweden to any other customers or it would have stopped buying products of the Finnish firm altogether. For some years orders from that customer had declined to 50% of earlier levels and the Finnish firm was considering whether it should renew its marketing arrangements in Sweden or if there was something else that could be done. The firm decided to develop a similar type of product that had been sold in Sweden for some time. The other main problem was that the former owner Managing Director of the firm did not consider the interests of the new owner, but established a new competing firm without permission. The products of that unit were manufactured from different materials however (there was in the acquisition agreement a paragraph that prevented the starting of production of the same material for a four-year period). The Managing Director was dismissed, and a new Managing Director moved from the parent company to Sweden in late 1985. Positive results were achieved in production development. During the following two years the productivity of the firm rose by about 100%. In spring 1984 firm C and some other small firms in the industrial field went bankrupt and thus the position of the Finnish firm has not weakened as much as could FDI Decision Processes in Finnish Firms 39 J Busn Res 1995:33:25-$5 Search I I ~]" I I i I i I i Diagnosis I Decision recognition Design -I I I I I I I I I I I I I ) I ~ I I t t Authorization ~I' I Evaluation/ I'-Ch°ice_ _ • t ~ t May 1982 June 1983 T Interrupt May 1982 December 1983/ May 1984 FIGURE 4. The foreign direct investment decision process development in case 2. be expected on the basis of the problems presented previously, The situation has been partly affected by the fact that the firm's exports from Finland to Sweden increased somewhat. In 1988 there was a management buy-out operation in the Finnish firm X. Because of the great need to rationalize the production in the business sector the new management team decided to concentrate the whole manufacturing of the products on the main production unit of the firm in Finland. Therefore the production in the acquired Swedish unit was finished and the unit was changed to a sales unit in late 1988. Case 3: A Chemical Manufacturer Firm X is part of concern Y operating in the chemical industry and it is fully owned by the concern. The turnover of firm X was about FIM 400 million in 1983, of which the share of exports and other foreign sales was 25%. The number of eraployees was about 870 persons. The total turnover of concern Y was about FIM 4,000 million in 1983, of which the share of exports was 40%. The main mode of foreign operation of firm X was exports. The main target countries were Sweden and the Soviet Union. The firm had established a sales subsidiary jointly with another Finnish firm in Sweden in 1967. In 1976 firm X had bought the other firm's shares in the subsidi- ary. In addition, the firm had cooperated with a Dutch firm in the 1970s and, since 1978, with a Norwegian firm. The parent firm of the concern had established sales offices and representation units in eight countries between 1960 and 1980. A a result of a domestic acquisition, the parent firm had also gained ownership of a production unit outside Europe. The operation of the unit had been stopped after several years, because it did not fit in with the overall strategy of the firm and the unit was also unprofitable. In 1982 the parent firm had bought a firm in the U.K In addition, the parent firm had negotiated another possible acquisition in the same country during 1983, but without results. The market share of firm X in Finland was about 45% at the beginning of the 1980s. It had been a leading firm in the Finnish paint market for a long time. Of domestic sales, the share of trade and construction paints had been about twothirds, the share of industrial paints about one-third, and the share of other sales a few percent. Expanding in the domestic market seemed to be nearly impossible. The field of industry in which firm X operated was (and can still be) regarded as saturated in Scandinavia and also in the rest of Europe. As in other saturated industries, there had also been a trend toward bigger units in this one (stimuli evocation-diagnosis). Because 40 J Busn Res 1995:33:25-55 of this, the management of firm X started to look for suitable foreign cooperation parmers in 1981 and had negotiations with some German firms and a French firm during 1982-1983, but without results (search-evaluation; interruption), In 1982 firm X decided to invest in a new research center. Because the R(~D costs were relatively high, domestic markets fairly limited and growth m the market share was unlikely the firm's share was about 50% in Finland the pressure to expand abroad became more obvious. On March 12th, 1984 one Swedish firm, K, in the particular industrial field announced in some economic magazines an offer to buy the shares of a firm, Z, in the U.K. at the price of GBP 0.75 per share. When a firm announces that it is ready to buy the shares of a PLC company in the U.K, the bidder has to draft a fairly comprehensive offer. Firm K submitted an offer of some 30 pages on March 21st (stimuli evocation), Firm Z, which was a concern, consisted of two parent firms (a holding company) with several production units across the U.K. The parent company also had production units in four other European countries and in two countries outside Europe. The turnover of firm Z was about FIM 800 million in 1983, of which the share of the foreign production units was about 20%. The firm had about 2,600 employees. The firm was one of the leading manufacturers of trade, construction, and industrial paints, it had a 10% market share of the industry's retail market in the U.K. in 1983, and was the fourth biggest firm in the country. In certain small industrial sectors firm Z held the leading position. The importance of the foreign units for the firm's financial position had grown. As the markets in the U.K had declined over the previous four years, the foreign units had given needed balance to the firm's operations. However, the financial state of the firm was relatively poor. The firm had numerous shareholders, all of whom owned less than 5% of the firm. The financial results of the firm had been good until the late 1970s, but had become weaker and weaker in the early 1980s. The main reason for this had been that the production facilities of the firm had become outdated, and there were too many people employed in the factories. The firm had invested in acquisitions, all of which had not been as satisfactory as expected. Because of this, the quotations for the firm's shares had continued to fall over the past few years. Firm Z seemed to have good products, a good reputation, and a good marketing network. The production facilities of the firm were old-fashioned and thus needed modernization. Because the Finnish firm had experience of the modernization of old production facilities in the domestic market, no significant problems were expected. RggD, acquisition of raw materials, and technology and investments were also regarded as possible synergy areas. Additionally, the U.K. was regarded both in cultural and in language terms as one of the easiest countries to enter. The firm had already exported on a small scale to the U K The parent company of firm X had more experience of operations in that particular country, because it had established some sales units there during the 1970s and had also acquired a production unit of its own in 1982 (diagnosis). Because the J. Larimo cooperation negotiations with other foreign firms had not succeeded and other potential acquisition target firms could not be identified quickly, the alternative seemed promising (searchevaluation). The Board of Directors of firm Z decided unanimously not to accept the offer made by firm K. The shareholders were informed of this decision. At this stage the Board of Directors of the Finnish firm X considered it sensible that they should make an offer for the shares of firm Z (design). When firm X was still drafting its offer, a PLC company L in the U.K announced on April 10th, 1984 that it would make an offer to buy the shares of firm Z. The actual letter was sent on April 19th, and it contained a recommendation by the Board of Directots of firm Z to its shareholders to accept the offer. The price quoted was GBP 1.10/share, i.e., GBP 0.35 higher than in the offer made by firm K. As an alternative, firm L offered its own shares for sale. Based on the quotations, the offer of firm L was GBP 1.23. After considering the offer made by firm L the Finnish firm announced its own offer to the Board of Directors of firm Z and to the press on the 9th of May. The firm was prepared to buy the shares for GBP 1.25/each (evaluation-choice). The offer, which included the recommendation by the Board of Directors of firm Z to sell the shares to a holding company that the Finnish firm had established in the U.K., was sent to all shareholders. This meant that the Board of Directors of firm Z had cancelled its recommendations to sell the shares to firm L. During the offer drafting process, the Finnish firm had gradually brought firm Z shares and at that stage it owned 13% of them. The offer made by the Finnish firm in cash was clearly higher than the offer made by firm k, but in comparison to the share offer made by L, only a little higher. Because the Finnish firm offered cash, it was obvious that firm L had to do something to make the price of its own shares rise so as to be able to continue the acquisition negotiations. Immediately after that, firm L announced in the press that its financial result in 1984 would be better and therefore yield increased dividends. It also informed the press that it had sold some property at a good profit. As a result the quotations for firm k's shares rose slightly over GBP 1.25, i.e., the offer made by the Finnish firm. During the last week of May they varied from GBP 1.27 to GBP 1.28. Meanwhile the Finnish firm had tried to make a competitor analysis of firm L. The turnover and the number of employees of firm L were about 50% bigger than those of the Finnish firm. The financial results of the firm had been very satisfactory during the last few years. About 50% of turnover came from outside the U.K. As stated before, the potential sectors of synergy according to the Managers of firm X were R6~D, acquisition of raw materials, technology, exports, and investment (diagnosisevaluation). According to the view of the Managers, firms Z and L could offer synergy effects to each other only in the acquisition of raw materials and even then only to a limited extent. To improve the situation from the Finnish firm's point of view, the FDI Decision Processes in Finnish Firms J Busn Res 41 1995:33:25-55 firm decided to publish an article in one of the leading business magazines in the U.K The article dealt with the competition arguments of firm L and synergy effects of the acquisition from both firms' point of view. Firm X was interested in acquiring firm Z particularly because other possible firms in the field were too big. In fact, the acquisition of firm Z would also strain firm X's resources almost to the full. Consequently, firms bigger than Z were out of the question. On the other hand, firm X was not as interested in buying a local firm with only a limited market area. With regard to firm Z, the management of firm X was interested primarily in its operation and manufacturing units in the U.K. and interest in the foreign operation of the firm was only secondary, There was a declining trend on the Stock Exchange in the U.K. at the end of May and beginning of June 1984. In addition, the published article could have had some influence on the fact that the quotations for firm L fell somewhat to GBP 1.23-1.24, i.e., under the bid of the Finnish firm. Because of this, firm L canceled the June 7th cash bid. It still offered its shares for sale but in addition to them it offered GBP 0.10/share in cash, making the bid equal to GBP 1.33-1.34. The management of firm X was of the opinion that in this situation there were three different alternatives (design): (1) to give up the acquisition idea, (2) to make a new "ordinary" bid, or (3) to try something new and surprising. The management did not want to give up the acquisition idea yet, so the choice was between alternatives two and three. Over half of the shareholders of firm Z were professional investors, and it was expected that at least they were aware of the fact that the offer had apparently reached the limit of its market value. An offer in cash was likely to beat an offer that was made in shares when the bids were approximately the same level. The main questions concerned: (1) the kind of possibilities that the firm had to make a surprise offer; (2) the outcome if the surprise offer failed; and (3) the limit to which firm L would raise its offer (evaluation). After considering the situation, firm X made the following offer on the afternoon of June 12th (choice): the firm offered GBP 1.40 in cash immediately, the offer was valid for three hours only and the firm had to obtain the majority of shares, thus becoming the principal owner. If these requirements were not met, the offer would expire. Immediately after having made the offer, some 20 brokers began to contact certain shareholders, By the evening of the same day, the firm had acquired 37% of the shares of firm Z. Because the firm had during the previous weeks acquired over 13% of them, it now had slightly over 50% of the share stock, A firm that owns 30% or more of the shares of a PLC company in the U.K. has to be prepared to buy the rest of the shares, too. When share ownership exceeds 90%, it is possible to acquire the remaining shares by compulsory purchase, The management of the Finnish firm decided to make an offer to buy the remaining shares at the price of GBP 1.40 in cash (evaluation-choice). In September 1984 the firm had gained 98% of the shares, Firm X had now acquired a foreign firm that had a turnover twice as big as its own and production units in six countries outside the U.K. The total price of the deal was about FIM 200 million. It took three months from the stimuli evocation to the purchase of firm Z. When considering the timetable of the investment process, it is worth noting that the firm had already earlier regarded it as necessary to try to expand abroad and had, consequently, negotiated with a number of foreign firms about acquisition. Firm X itself did not have any experience of more intensive operation abroad, but the parent firm had some experience, especially of the U.K. However, the concern level did not participate very actively in the process, because the parent firm itself had important foreign acquisition negotiations going on at the same time. Managers of firm X had started drafting an integration plan even before the acquisition process was completed. Some of the production units of firm Z were to be closed down and others modernized. It was decided to reorganize the Rg~D operation step by step between the firms to avoid overlapping. The products and marketing of the firms were to remain unchanged and independent. It was estimated that the costs of immediate technical changes would be about FIM 60-70 million. It was planned to carry out a similar type of automatization program of manufacturing in the unit as the firm had made in Finland. In the Finnish firm, the Managing Director and the Administrative Director were responsible for the planning of the acquisition and the integration of the acquired firm into the operation of the acquiring firm. All proposals for making offers were discussed by the Board of Directors of firm X and by that of the concern. In addition, permission to export currency was obtained from the Bank of Finland in advance (external authorization). Furthermore, the following organizations took part in the process in various phases: the Merchant Bank, which acted as the chief adviser and local organizer, a lawyer's office, which took care of, e.g., the establishment of the holding company that officially bought the shares; an auditors' office, which took care of the financial details of the offer; a firm of stockbrokers, which contacted shareholders and arranged the purchase, and a Finnish Bank, which arranged the required credit. Permission was also needed from the local Fair Trade Commission, which ensures that there will not be too much concentration in the field of industry because of the acquisition. In this case there was no problem in obtaining permission (external authorization). A model of the progress of the decision-making process is presented in Figure 5. As in the two other cases discussed, opportunity and problem were stimulus for the process and no special group was created for the project. Active search was used in the information collection and, as in case 2, the solution can be stated to be found ready-made. The evaluationchoice behavior resembled mainly bargaining as also in cases 1 and 2. In the decision communication all three types of routines could be identified and political routines were a key element in the process. Of the dynamic factors comprehension 42 J Busn Res 1995:33:25-55 J. Larimo Search I I I i I I I I I Diagnosis I Design [ I I I I I I J Authorization i I I I ~ ! "/ I r Decision recognition h ~ I 1 Evaluation/ Choice I "i t I ~"I ;~ I I I I I I I I I J dr /" ..... March 1983 June 1983 FIGURE 5. The foreign direct investment decision process development in case 3. cycles and timing speed-up could be recognized clearly (the offer made by the Finnish firm concerning the buying of the shares was valid for three hours only). On the whole case 3 may be categorized best as a modified design decision process, Over the period 1984-1985, firm X invested in the U K to build a new paint factory, and it brought a sector dealing with, e.g., farm machine paints from a competitor. Two of the foreign manufacturing units of firm Z came under the direct ownership of the Finnish firm. Because of an unsatisfactory financial result, one of those units was sold. Gradually, the higher management of firm Z was totally changed. The management of the Finnish firm had expected the operation of firm Z to be profitable by 1985. Because there was a need for larger investments and changes in the management of firm Z, a financial surplus was not expected until 1986 at the earliest. In 1986 the operation yielded a financial surplus, but the result was not at a satisfactory level. Therefore the Finnish firm established two new manufacturing units and acquired three units from its competitors in the U.K between 1987 and 1989. Together with the continued rationalization processes in the units acquired earlier, the new investments strengthened the competitive position of the firm and the firm was even the market leader in some subfields. However, the financial result has not been at a satisfactory level, and the firm had made additional acquisitions and also divestments in the U.K. in the 1990s. Case 4: A Tractor Group Firm X is the parent firm of a concern that is operating in the metal and engineering industry. The turnover of firm X was about FIM 1,800 million in 1978 and the turnover of the whole concern about FIM 2,000 million. The operation of firm X was divided into seven industrial sectors. The share of the business sector under consideration, i.e., the tractor group, was about 25% in 1978. The share of exports of the firm's turnover was 56% and of the tractor group's turnover 35%. In the 1960s and 1970s the firm had established sales subsidiaries in eight countries. At the beginning of the 1960s a manufacturing unit for tractor operation was set up in Brazil. The firm had also made several cooperation and licensing agreements with foreign firms. The relevance of the foreign unit was central to the operation of the firm. Because of this, it was one of the seven industrial groups of the firm. The turnover of the production unit and its local marketing units was only a little smaller than the turnover of the industrial group in Finland in 1978. Thus the share of the tractor sector was nearly 50% of the total turnover of the firm. The tractor unit employed a little less than 1,700 people in Brazil in 1978; that is, a little more than in Finland. The Management of the firm had only recently considered whether it should continue in the tractor business or if it should leave the whole business sector. The Management regarded it FDI Decision Processes in Finnish Firms as sensible to continue and because of this the firm had started cooperation negotiations with its main competitor in Scandinavia, the Swedish Volvo concern, to rationalize the business sector. As a result of the cooperation negotiations, Volvo decided to abandon the business sector in favor of firm X through certain transition period arrangements, Demand in the business sector had declined in Finland and the other Scandinavian countries and was not enough as a sole basis for the operation. Competition in the Central European market was hard because all the multinational companies in the industry were operating there. So the managers were of the opinion that there was a need for new target countries in the business sector (stimuli-evocation). To find new suitable target markets a special unit was established at the beginning of 1978. The new u n i t - technology transfer group-employed only a few persons. Its task was to investigate various countries to which the firm could start exporting e.g. components, on a regular basis and to establish units in these countries. The unit was to concentrate on developing countries as a location for the units, The choice of the target area was affected by the market situation presented above, the firm's experience of the operation in Brazil, and the increase in development assistance funds in Finland (diagnostic; search; evaluation), In the spring of 1978 the President of Tanzania visited Finland. During the visit, senior officials discussed industrial development assistance between Finland and Tanzania among other things. In the autumn of 1978 the Prime Minister of Finland visited Tanzania and paid a visit to an experimental farm that was managed by different Scandinavian countries. In the discussions, farm machinery was mentioned as a potential cooperation sector. At the same time the possibility of using development assistance funds in the operation was discussed, At this stage the possibilities of firm X acting as a cooperation partner were also discussed, because the firm had long experience in the planning and operation of a tractor manufacturing unit in another developing country. Additionally, the Finnish firm had exported tractors to Tanzania for some years already and local authorities were satisfied with the tractors (stimuli reinforcement). At the beginning of 1979, four persons from firm X traveled to Tanzania to clarify the possibilities of technical-economic cooperation in the country. The so-called prefeasibility research group consisted of the Project Manager and production, motor, and tooling experts. In 1979, not long after the second oil crisis, many international organizations had optimistic views on economic development in many LDCs, such as Tanzania. During the trip the group carefully investigated the prospects for industrial operation, the education system, the level of education of the work force, the agricultural methods, and the degree of mechanization and the level of machinery in agriculture (diagnosis). Regarding the operation mode, originally it was planned to continue traditional export operation. However, already at this stage, symptoms of poor exchange rates were becoming apparent in Tanzania, as a result of which the local authorities' attitude toward imports of tractors was becoming J Busn Res 1995:33:25-55 43 increasingly negative. Freight costs had also risen. Licensing was not regarded as a possible operation mode either, because the local authorities expected firm X to invest capital in the project to ensure the transfer of all the needed technical know-how. Consequently, it was evident that the only possible operation mode for the firm was to establish a manufacturing unit in Tanzania if it wanted to have a permanent foothold in the market (evaluation-choice). Therefore the group tried to clarify, e.g., the size of the plant, the technical requirements of the products and the budget for the project. The main products of the Finnish firm's factory in Brazil were agricultural tractors and because Tanzania was an agrarian country, it was planned that the unit should concentrate on assembling and manufacturing agricultural tractors. About 700 new tractors were imported annually to the country. The number of tractors in use was about 5,000 and their average operating time was four years. Based on these facts, it was planned to start the operation by assembling and manufacturing from 500 to 1,000 tractors per year. It was planned to increase the output gradually and that production over a 10year period should be as strong and simple as possible. There should not be too many electrical appliances or detachable parts, and those items should be well protected and easy to maintain. Concerning the budget of the project, the product group calculated that the development, planning, training and transfer of technology would cost so much that some of the cost items should be covered by development assistance funds (design). The local partner in negotiations was the National Development Corporation (NDC). The Development Corporation had negotiated similar types of arrangements in some other fields of industry and, for example, a joint venture unit had been established for the production of trucks. The foreign partner in that investment was a Swedish firm. In the discussions some problems arose concerning, e.g., the technical details of the tractots. The local representatives wanted the tractors to meet international requirements regarding design, for example. Other problems during the negotiations will be discussed later in the study. Based on the prefeasibility study, the parmers signed a Letterof-Intent agreement, concerning the project in May 1979. According to the agreement the partners would establish a tractor manufacturing company, in which the Finnish firm would own a minority of the shares only. In the planning and realization of the production, the technology and technical expertise of the Finnish firm were to be used. The production of the unit would be marketed on the domestic markets in the first place and later in neighboring countries. The local partner should try to influence the authorities so that there would be limitations on tractor imports. The manufacturing of parts and components should be moved gradually to become more and more local. Also local resources (subcontractors etc.) should be used in the operation. In the Letter-of-Intent it was agreed to start the operation temporarily as an assembly unit. The main components would be imported from Finland and some minor parts should come from local subcontractors. The period of temporary 44 J Busn Res 1995:33:25-55 manufacturing was planned to be about 3 years (evaluationchoice), After the signing of the Letter-of-Intent agreement more detailed negotiations were held. They dealt with the commercial and technical aspects of the project, its realization and timetable. Based on the negotiations, a feasibility study, "Development Program for the Tanzanian Tractor Industry," was drafted (design). The study was based on the preliminary investigations made by the local partner, following which the Finnish firm made its own changes, and then the final report was written, The feasibility study included: the goals of the partners, the transfer of technology needed in the project and the various phases in the process, the production plan, plans concerning education, service and maintenance, the integration of the plant to the local economy, and the cost and return plans. When the study was finished, the partners agreed on the realization of the project in an Interim Agreement in December 1979 (evaluation-choice). At the same time the partners decided to start the negotiations concerning the final agreement at the beginning of 1980. The investments needed for the plant were calculated to rise to FIM 180 million during the years 1980-1987. During the first two years the investments needed were to require about FIM 45 million. All the investments were to be made by the new joint venture unit. The project was to be financed by local banks, the shareholders with their capital stock and a new Finnish organization Finnfund, suggested by the Finnish development assistance officials. Finnfund was officially established in spring 1980 to support Finnish firms' technology transfer projects to developing countries and to act as a minority shareholder in joint ventures established in developing countries at the initial phases of the operations. The unit operated under the administration of the Ministry of Foreign Affairs. The tractor project in Tanzania was to be the first large project of the organization. At this stage of the process, the planned capacity of the factory was 1,500 tractors a year, which was supposed to be achieved within four or five years. In the first year the production target was about 500 tractors, Before the final negotiations concerning the project, the partners started to negotiate the technology transfer agreement which was to precede the establishment of the new unit. During the negotiations, it appeared that it would be possible to get financial assistance from the Finnish development funds amounting to FIM 24.4- million to finance the service operation of tractors, training of employees, and management assistance, Without those funds, the partners would obviously have been forced to leave the project because of the weakened economic situation in Tanzania (evaluation-choice). During the spring of 1980 the local parmer changed. The change of partner was due to the reorganization of the industry in Tanzania. SMC (State Motor Corporation) was the new local partner. The person responsible for the negotiations remained the same, however. In practice, the change of the organization had no obvious influence on the process and its progress, J. Larimo The joint venture agreement was signed at the end of September 1980, the proposal being accepted formally by the Board of Directors of the Finnish firm before that (authorization). According to the agreement, a new firm called TRAMA would be established. The shareholders of the firm would be the Tanzanian State Motor Corporation, the Finnish firm, and the Finnish development assistance organization, Finnfund. The total investment would be 240 million Tanzanian shillings (about FIM 112 million) over a 10-year period. Of the total investment, the share of both Finnish partners would be Tsh 10 million and the share of the ownership 10% each. The originally planned capacity goal had been lowered by mutual agreement because of the balance of payments problems of the country. According to the agreement, the goal was to assemble 300 tractors a year during the initial phase. It was planned to increase the number of components manufactured in Tanzania gradually. The conditions concerning the agreement's execution were rather extensive and complicated and concerned, e.g., the financing of the project. It was also required that the local parliament approve the establishment of the unit. The contractual arrangements were fairly similar to those concerning the truck manufacturing unit established jointly by a local firm and a Swedish firm (presented earlier in the study). The production figures in that investment were much higher, however, and in fact had turned out to be too high. During the negotiations, from the very beginning to the signing of the agreement, most consultation and disagreement was caused by the following matters: (1) financing of the project, cost compensation and profitability goals of the project; (2) transfer of technology, production volume, project range, and protection of the production by import limitations; (3) management of the unit; (4) choice and training of the employees; and finally (5) marketing of the tractors. 1. The local partner considered the problems in project financing to concern mainly the availability of risk and loan capital and the supervision of the use of development assistance funds. The Finnish partner, on the other hand, emphasized the importance of the profitability and the rate of return of the project and also the financing during the period of highest risk. The problems in the country's current account affected the views of the local partner. The Finnish partner did not expect to receive a dividend in the initial phase of the operation, but hoped to get compensation for the investment in the form of exports of, e.g., components. 2. The plans concerning the assembly and production volume have partly been dealt with already. The local partners wanted to have high production figures, whereas the Finnish partner regarded it as sensible to start modesdy but increase production gradually. There were different opinions between the managers of the Finnish firm regarding this question. Some of the managers were ofthe opinion that the production volume should be similar to the production volume in the other foreign unit FDI Decision Processes in Finnish Firms of the firm. However, most of the managers supported a smaller production volume in the initial phase to maximize the risks (political routines). Concerning product range, the local partner wanted a broader range than the Finnish partner (in addition to the agricultural tractors, forestry tractors and some other products). After negotiation the partners also decided to include agricultural machinery in the production range, The Finnish partner was ready to broaden the product range, because the buying behavior of local farmers was different from the buying behavior, for example, in Finland and other Scandinavian countries. This made it sensible to broaden the product range. The local partner wanted to use local subcontractors intensively already in the starting phase, but the Finnish partner did not regard this as realistic. So the partners made a compromise, The use of local subcontractors would be increased gradually according to the production level and quality development of the local firms. To ensure sales of the production the local partner should negotiate with the local authorities not only about import limitations but also about giving priority to the firm's products, 3. According to the agreement, the local partner had 80% of the share capital, the Finnish firm had 10%, and Finnfund 10%. The Finnish partner did not want to have a higher percentage of the share capital. The Finnish firm was responsible for the unit's management that had also been its goal. The local partner wanted to have an English style management system in which the board of directors is the central organ. The Finnish partner wanted a management system where the factory manager had the operational responsibility and the matters discussed by the board of directors would thus be limited. The latter alternative was chosen by the partners and a Finnish Managing Director was appointed to the firm. 4. Concerning personnel, the local partner emphasized training and employment effects of the unit in the tractor factory and subcontractor firms. The Finnish partner, on the other hand, tried to emphasize the meaning of skills and productivity in the choice and development of personnel, 5. The local partner saw the exports of the products from the viewpoint of production volume and current account, whereas the Finnish partner saw the exports mainly from the viewpoint of the competitiveness of the factory, During the progress of the investment project, the local partner had also been in touch with other foreign tractor manufacturers. Those firms obviously did not enjoy similar possibilities to the Finnish firm regarding financing of the training of local personnel. Also, it had been noticed that the tractors manufactured by the Finnish firm were well-suited to the conditions in developing countries. The main reason for the negotiations with other firms was obviously to secure better terms with the Finnish firm. The influence of the negotiations with J Busn Res 1995:33:25-55 45 other firms was however only slight regarding the terms, progtess, and timetable of the project. In addition to the main local negotiating organization (the local partner) the following organizations took part directly or indirectly in the project: The local Central Bank, the Ministry of Industry, the Ministry of Finance, the Ministry of Agriculture, and the Parliament's Board of Economy. The Finnish firm had unofficial contacts with those organizations, too, although it was supposed that the organizations received information on the progress of the negotiations from the local partner. The Central Bank of Tanzania had great influence on the financing of the project, but because it was not possible for the Bank's officials to be visited officially by foreigners, the negotiations had to be held unofficially. It took about two years from the stimuli evocation to the preliminary signing of the joint venture agreement. The persons in the Finnish firm with the main responsibility for the project had also investigated the possibility of establishing new units in many other developing countries between 1979-1980. This naturally affected the progress and timetable of the project. There had been very detailed negotiations concerning two of those previous projects, but both projects had been discontinued, one of them completely, and the other temporarily. The agreement still required the approval of the local Parliament. The Finnish partner expected approval to take from up to six months and the local partner had similar expectations. That was not to happen, however. The Parliament decided to appoint a committee to review all the stipulations of the agreement. Multifarious investigations and negotiations followed, which lasted about 18 months. Because of this, there were discussions within the Finnish firm as to whether the project should be abandoned (interruption). Such a decision was not made however, which was influenced by the fact that although the demand for tractors and the sales of the Finnish firm had progressed as planned in Finland, export market goals had not been reached. The new negotiations caused no changes in the main structure and stipulations of the agreement. The changes mainly concerned production volumes and financing of the project (evaluation-choice). The final joint venture agreement was signed in May i982 after the Board of Directors had approved the revised agreement (authorization). A model of the progress of the decision-making process in case 4 is presented in Figure 6. As in the other cases, both opportunity and problem acted as stimulus for the process. In contrast to cases 1 to 3, a special project group was created. In the search behavior features of memory and active search could be recognized. In the design routine features of both readymade and custom-made solution were included. As in the all three previous cases, bargaining was the prevailing routine in the evaluation-choice and all three types of decision communication routines could be identified in case 4. Political activities were a key element in different stages of the decision-making process. The decision process was very long and included several interrupts, scheduling delays, and comprehension cycles. As a whole the case included features from both blocked de- 46 J Busn Res 1995:33:25-55 J. Larimo Search I I -3 i I I 1 I Diagnosis r Decision recognition I Design I 1 i "/ 1 I Authorization I Evaluation/ Choice 1.~ -,..a I I j ! I I Spring 1978 "~ I Interrupt October 1980 September 1980/ May 1982 FIGURE 6. The foreign direct investment decision process development in case 4. sign decision process and dynamic decision process. However, the case may best be categorized as the latter type of process, The economic situation in Tanzania had clearly weakened during the negotiations. Because of this, there were negotiations about starting the operation with development assistance funds, Partly on account of the financing negotiations, parts and cornponents for about 100 tractors were exported to Tanzania from Finland in 1983. To save costs, assembly facilities were hired and so were those for personnel training and tractor service, The assembly facilities were hired from the above-mentioned joint venture firm in the truck industry. They were situated in the neighborhood of the capital city Dares Salaam and were not in use because of unrealistic preliminary production plans, As negotiations about hiring the facilities were underway, negotiations were also held to hire about 50 persons who had previously worked in that joint venture. The hiring of training and service facilities was only a temporary solution and the building of facilities was started almost at the same time. The goal was that after the service network had been built and farmers trained to use the tractors, the average operational life of the tractors would be extended from eight to 10 years. This would mean a considerable national economic saving. The goal was that the service network would serve the needs of some other Finnish firms, too. The local partner and the Finnish firm paid their share capital quotas in the autumn of 1982. The third partner, Finnfund, felt that the plans had changed so much from the original ones concerning production volumes, the share of local manufacturing and some other factors that the organization was no longer interested in being a partner in the project. Because the share capital quota of the other organization would have remained fairly small, the participation was not regarded as sensible by the other partners, especially in relation to its requirements. The investment fund officially left the project in March 1983. However, it was agreed with the Finnish development assistant officers that it would be possible to receive development assistance funds to finance the operation of the unit. In the autumn of 1983 the partners started more intensive negotiations about compensation to the Finnish partner. At the end of the year the partners agreed on barter trade arrangements as a mode of compensation. The barter trade products included, e.g., agricultural products, tea, coffee, tobacco, etc. The Finnish firm agreed to the resale of the products with two international trading houses. About 500 tractors were assembled in Tanzania in 1984 and in 1985. In 1986 the volume was planned to be 500-600 tractors. The compensation for the Finnish firm was still for a great part based on barter arrangements. According to the Finnish FDI Decision Processes in Finnish Firms partner, the arrangement succeeded fairly well, although there were sometimes problems reaching agreement on the barter products and prices of the products. In 1986 there existed more problems, and production volume had to be cut compared with the preceding year. It was the barter trade arrangement that caused the cut, rather than technical, production, or demand questions. The view of the local partner has turned out to be too optimistic concerning the level of local subcontracting in the production. At the beginning the share of local parts and components was about 10%. However, there were plans to increase it to 15-20% gradually, Some years after making the FDI, the Finnish firm was, on the whole, fairly satisfied with the project. The firm had learned that in investments made in developing countries the negotiation process can be prolonged, for many reasons. In addition to the commercial and technical argument for the project, the firm should also have considered the politico-commercial atgument. The project was seen too much from the Western viewpoint only, and not enough from the viewpoint of the local system. There were too few persons in the planning and negotiation team of the firm (for example when the local Parliament appointed two committees to investigate the planned joint yenture agreement, no representative of the firm was permanently in Tanzania). Additionally, the firm should have been in closer touch with high local officials already at the early stages of the negotiations, than it actually was. Because the great economic problems in Tanzania continued in the late 1980s and early 1990s, the plans for increasing production were not realized. Instead the production was decreased and in the early 1990s only about 110 tractors were assembled. In the early 1990s the Finnish development assistant funds to be unit were also stopped, because of the decline in Finnish development assistant funds as a whole. The Finnish partner viewed that the unit could, however, operate without any governmental support, if the unit could operate more freely according to the plans of the Finnish firm. Therefore the partners started negotiations in 1992 to change the ownership structure of the unit so that a clear majority of the shares would be owned by the Finnish firm. Because of several problems related mainly to the local partner, the negotiations were still continuing in early 1993. Case 5: A Manufacturer in the Plastics Industry Firm X operates in the plastics industry. The turnover of the firm was about FIM 260 in 1979 and the firm had about 900 workers. The share of exports was about 35% of the turnover, The operation of the firm was divided into four business sectors. The business sector under consideration had a turnover of about FIM 100 million in 1979 and the share of exports in that business sector was about 30% of the turnover. The firm had made its first foreign manufacturing investment in the middle of the 1960s. In the late 1960s and 1970s the firm had made five marketing unit and four production unit investments. Three of the production units were in European countries and one was established outside Europe. J Busn Res 1995:33:25-55 47 In the middle of the 1970s it became evident that the field of industry began to be saturated, especially in Scandinavia. Because of this, a new unit was established in November 1979, the goal of which was to market the products in business sector A, outside the traditional target countries. Firm X was the leading firm in the business sector in Finland. At the Scandinavian level the market share of the firm was also considerable. At the beginning of 1980 firm X learned from a Finnish Foreign Representation that the Bangkok Metropolitan Water Works Authority was organizing a tender competition open to international building contractors. There were about four months to the closing data for offers. Firm X had no prior experience in Thailand. One of the managers of the firm had visited Thailand in the late 1970s, but the firm had not followed that up in the form of offers, etc. The firm had exported a little to some other countries in the Far East in the late 1970s. Further, firm Y, which had been one of the main suppliers of raw material to firm X since the 1950s, had suggested to firm X that it could become a partner in a manufacturing unit which it was planning to establish in a country neighboring Thailand (Malaysia) in the middle of the 1970s. The Finnish firm had established a joint venture manufacturing unit with firm Y in its home country and had another type of more intensive cooperation with it. The firms had discussed the establishment of a joint venture unit only at a preliminary level and discussions had not led to any action. The reason for this was mainly that the established joint venture unit had not reached the goals imposed by the management of firm X. As a result, firm X had sold its share in the unit to firm Y sometime earlier. A little later firm Y established a manufacturing unit of its own in Malaysia. In conjunction with the tender, the manager of the newly established unit traveled to Thailand to investigate the project and prevailing circumstances in more detail. During the trip, he became acquainted with some local people who were able to help in many questions regarding local circumstances and had good connections with the water authorities. The firm submitted its tender a little before the set deadline and subsequently won the tender competition. The decision in the firm's favor was affected by the quoted price, the strength of the firm's systern, the duration and type of installation (causing minimal disruption to traffic, minimum damage to streets and surrounding buildings, and minimum interruption to water distribution). The project consisted of planning and supervising the installation of about 10 km of polyethylene pipe. The project deal was signed in May 1980 and the price for the project was about FIM 20 million. Already at this stage the management of firm X decided to investigate the market in more detail (stimuli evocation). Thailand could be regarded as one of the most politically stable countries in the Far East, the growth rate of the economy had been very rapid, and it was forecast that this trend was set to continue. The project supervisor heard from local authorities that one goal was to renew the whole network of water pipes in Bangkok before the year 2000. Because the length of the whole 48 J Busn Res 1995:33:25-55 network of water pipes was about 230 km, the situation seemed promising. There was no manufacturing of that type of pipe in Thailand. As a result, the firm decided to investigate the possibilities and conditions of manufacturing investment in Thailand (stimuli evocation). It was also decided to study the possibility of obtaining investment dispensations, Making an investment in Thailand requires permission from many authorities and registration with the local Department of Commercial Registration (DCR): Thus this organization was contacted first. Investment dispensations are granted by the local Board of Investment (BOI), which was also contacted. During the discussions with the representatives of the BOI, it became clear that permission for foreign investments was granted only to a few firms in the same business sector. It was also revealed that no firm had so far submitted an investment application. So the management of the firm decided to submit its investment dispensation application as soon as possible to gain an advantage over the competitors (speed-up). The decision was partly influenced by the information, obtained indirectly, that processing of such applications could take a long time. In spite of the fact that the plans concerning the investment were only at an early stage, the application was left with the BOI at the end of 1980 (evaluation-choice). The planning and design of the water pipe project took about three months. It also took three months to negotiate with the local contractor concerning the civil works that would be undertaken under the supervision of firm X. The real installation work began in August 1981. At the same time, the firm had investigated the market preliminarily and had also negotiated with the local authorities. In June 1981 the firm obtained preliminary permission for the following dispensations: freedom from import customs duties on machines and equipment for three years, freedom from corporate and dividend taxes for five years, the right to export currency free and the right to use foreign employees. The dispensations were valid for six months (external authorization). At this stage, the management of firm X decided to acquire more experience before making any decisions concerning its own manufacturing in the country (evaluation-choice; interruption), During the project, the firm had decided to establish a representation unit of its own in the country. The unit was turned into a sales unit at the end of the project. The goal of the sales unit was to be the base point for the sale efforts of the firm in the whole of the Far East. The management team of the firm felt that there was not enough information on the market and future patterns of demand were too unclear, so the firm decided to apply for an extension to the validity period of the investment dispensations at the beginning of 1982 (evaluation-choice). The BOI approved the application and the firm obtained an extension of six months (external authorization), The local water authorities were satisfied with the project, but this did not lead immediately to other big projects. The firm obtained some smaller projects, however. There had not been J. Larimo any bigger changes in the plans for Bangkok's water pipe projects. Additionally, the World Bank had granted a loan of $200 million to finance the modernization of the Provincial Water Works' existing water supply system. Potential buyers of pipes were also local mining firms, as it was possible to use the same type of pipe, e.g., for carrying ore, and the pipe type had many advantages over the iron pipes that were in common use. So the firm sent samples to one local mining firm. Firm Y, with which firm X had cooperated in many ways earlier contacted firm X in September 1982. Firm Y suggested again to the management of firm X that the firm should take part in the operation of the manufacturing unit that was estabfished in a country neighboring Thailand (in Malaysia). The production of that unit was directly totally at local mining firms. At the initial phase of the operation, sales of the unit had developed moderately, but in the early 1980s sales had dropped dramatically. The reason for the fall in sales was that the price level of the raw material that the main customers were producing had fallen sharply. Firm Y was interested in the technical knowhow of firm X and suggested a minority ownership in the unit. Firm Y was operating in many industrial fields and was much bigger than the Finnish firm. Firm Y had also competed with firm X in some projects in Thailand and had also won some projects mainly as a result of the firm's lower offers and good local connections. Thai operations had been handled from Malaysia, however. The firms were also competitors in some other Far Eastern markets. Therefore, firm X suggested that the discussions should be broadened to concern the whole Far East area (diagnosis). To gain a wider base for its plans, firm X decided to investigate the local markets in more detail. The competition situation and market development of pipes manufactured from vatious raw materials were to be investigated in particular (design). It was decided to have the market study undertaken by a local market research company (search). Firm X would take care of the planning and realization of production. Because the organization of firm Y was rather limited in Thailand, a local partner with a big enough sales network was obviously needed for the project. Some of those duties and the contacts with the local authorities were to be carried out by those local persons who helped firm X in the preparation of the tender offer (design). Firms X and Y were in contact a few times during the last months of 1982, but the investment project really progressed in February 1983, when the representatives of both firms traveled to the Far East to investigate the local situation. The representatives visited both Thailand and the manufacturing unit of firm Y in Malaysia. With regard to the operation of firm Y in Malaysia firm X received the requested accounting information covering many years, valuation of the real estate etc. (diagnosis). The owners of the manufacturing unit in Malaysia were firm Y and a firm from a third country that had the know-how needed in the production of the earlier manufactured pipe type. Firm Y intended to extend the ownership basis to include firm X and a local firm. The Managing Director of the local firm, FDI Decision Processes in Finnish Firms and at the same time its main owner, had good connections with many people, especially with those in local government (he was of noble birth), In the negotiations held with the representatives of firm Y, the following arrangements were agreed on preliminarily at the beginning of March 1983. Firm Y would participate in the investment in Thailand with a 25% ownership and the Finnish firm would take a similar 25% ownership share in the manufacturing operation in Malaysia. Both units were to use mainly the production technology developed by firm X. Concerning Thailand, firm Y should take care of contacts with the local authorities, general sales promotion, and perhaps also marketing. They also agreed on cooperation in certain pipe sectors in some other Far Eastern markets (design; evaluation-choice). The agreement was only preliminary and needed the authorization of both firms' Boards of Directors. In Thailand the Finnish firm had also obtained some smaller deliveries after the bigger project, as stated earlier. The small project deliveries were seen to have been rather unprofitable, however, because of the high freight costs and high import duties, being as much as 80% on the price of certain products, During the visit, firm X also got preliminary information on the market research. The demand situation still seemed promising. No other firm was manufacturing the same type of products, but one firm had made an application for starting production of competing products, The management team of firm X was ready to accept the arrangement with firm Y. It was known that because of the system of decision-making in firm Y, the treatment of the proposal would inevitably take several months. It seemed that it was possible to reach an agreement on the conditions of cooperation, however. The investment dispensations were valid until April 1983 and the representatives of firm X in Thailand had the feeling that the BOI would not grant more time. It is possible that the competing firm had held negotiations with the BOI from the start of their production of the same type of pipes which firm X intended to manufacture. To get more local identity for the unit and to ascertain more ready-made contacts and knowledge about the markets, the firm decided to get in touch with those persons in Thailand who had helped the firm in planning and obtaining the tender project some years earlier and they were asked to take part in the company registration (design). They were ready to join and the unit was enrolled in the local company register in April 1983. At the same time, firm X had preliminary discussions concerning the possibility of those persons taking part in the actual operation of the planned unit (design). In May 1983 the market research was completed and did not contain any relevant new information that firm X had not known earlier- the local market seemed promising and there had been no major changes in the competition situation. The Board of Directors of firm Y accepted preliminarily the crossownership of the investments, but wanted to see more detailed plans concerning the unit in Thailand and its operation. Firm J Busn Res 1995:33:25-55 49 Y also proposed that negotiations should be held about a local bank, with which firm Y had good contacts, joining in ownership of the planned unit. In the summer of 1983 there were changes in the management of the local water organization. It was revealed that the local personnel, who were to take part in the operation of the unit as planned by firm X, had been suspected of inappropriate measures by the local authorities. These measures partly had an effect on the changes in the management. Because of this, it was decided not to continue the negotiations about their participation in the investment, although no clear evidence concerning the charges could be presented (evaluation-choice). The management of firm X had the feeling that firm Y did not have the same kind of interest in the progress of the investment project as did firm X, although this was not stated directly in the negotiations. However, the manufacturing investment into Malaysia progressed by the Managing Director of the other planned new firm visiting the production facilities of firm X in Finland in June 1983. He was convinced by the production technology developed by firm X, to the extent that he stated that the condition for his firm's participation in the investment would be that firm X would also join the project. Because firm X would have the main responsibility in production questions, it continued planning during the summer months (design). It was considered best to start production on a small scale and with small risk investments. To realize cost savings at the initial phase of the operation, it was decided that the firm would transfer two production lines from Finland to Thailand. Because the BOI had granted investment dispensations for the unit, the plant location needed BOI approval. An area near the capital city and its airport was chosen as the plant location (search; evaluation-choice), because in the near future the main weight of demand would obviously be in the capital area, and the firm had found a factory unit there that could be used for manufacturing. The changes required did not mean high costs (design). The manager of firm X's local sales unit had preliminary negotiations with the bank that firm Y had suggested, and with a local development bank (International Finance Corporation of Thailand) about their joining the project with small shares (search). In that way it would be possible to reduce the economic risks involved in the project and those organizations could help with the contacts with local authorities. IFCT had never earlier participated in any investment projects made into Thailand, although it had held negotiations about starting this type of operation. Although it was not certain whether these organizations would join the project, firm X decided to make an application to the Bank of Finland to make the investment. In the application the ownership basis of the unit was as follows: firm X 90% and both local banks 5% each (evaluation-choice). The Bank of Finland gave permission to make the investment on the previous conditions (external authorization). The Board of Directors of firm X discussed the project formally in Decem- _50 J Busn Res 1995:33:25-55 J. Larimo Search r I ~ J , T: Authorization I Decision "I I ~1 , I i I : ~ "1 - il -'~....._.__._.~ I May . . . } ~ . -- "i r .. i i 1 , Choice I , J Evaluation / recognition I i I • I ~.r- 7- 1980 Interrupt June 1981 December 1983 FIGURE 7. The foreign direct investment decision process development in case 5. ber 1983 and the investment proposal was accepted unanimously (authorization). The decision to make the FDI had been affected by the market potential, the relatively small size of the investment and the fact that a competitor was starting local manufacturing of cornpeting products. It was regarded that the start of competitive production did not only have negative effects, but some posirive effects, too. The pipe type made by firm X was rather different from the other pipes on the market, so the speed of product acceptance had been slower than was planned. It was hoped that the competitor could help to make the product known and help the acceptance, A model of the progress of the decision-making process is presented in Figure 7. The stimuli to the investment were evoked in May 1980 and the final decision to start production in Thailand was made in December 1983. So the process took over 40 months. The progress and the duration of the project were affected especially by the following matters: 1. Stimuli for the investment were evoked in the initial phase of the operation in Thailand when the firm had only a 2. 3. 4. 5. little knowledge of the local environment. To get a competitive edge, the firm undertook certain measures iramediately after the stimuli evocation (application for investment dispensations) in order to lay the groundwork for the investment. The competition in the main market areas of the firm had clearly tightened during the years 1980-1983 and the firm had made two foreign acquisitions and two greenfield investments in those markets. As a result, the firm did not have enough resources and time to devote to the investment into Thailand. On the planning side, a problem was also that the firm developed a more detailed strategic plan, which was still not clear enough, only after planning had been going on for some time. The firm's local contact network was insufficient and the newness of the firm's product such that the demand in Thailand did not develop as planned. The making of the FDI was partly connected with the FDI into a neighboring country of Thailand. Later it became apparent that the planned partner in the project was obviously not as interested in the pipe fac- FDI Decision Processes in Finnish Firms J Busn Res 51 199S:33:2S-55 tory investment with firm X as it was in the licensing and turnkey projects in the raw material sector for pipes. Because of this, the planning efforts made by the firm were fairly small and treatment of the matter was prolonged at various phases of the project. As in the other cases both opportunity and problem evoked the decision process. In spite of the relatively great FDI experience of the investing firm, no special project group was created for the planning. Neither could clear evidence of memory search be identified in addition to the active information search behavior. The design routine included features of both ready-made and custom-made solutions, however, with more features of the latter solution. The evaluation-choice routine was characterized by bargaining and all the three types of decision communication routines could be identified as also in the other cases. During the decision-making process all six types of dynamic factors could be recognized. As a whole case 5 may be categorized as a dynamic design decision process. Because it seemed obvious that firm X could not itself adequately perform the marketing of the products, and the actual interest of firm Y in the project was unclear and the resources and knowledge of firm Y were also obviously insufficient (partial diagnosis), firm X contacted a local firm, Z, at the end of 1983 (search). Firm Z was much bigger than firm X, the economic situation of the firm was stable and it had a broad sales and distribution network. Firm Z operated mainly in the building material sector, but also, to some extent, in the pipe sector, In the production of pipes made by firm Z a different type of raw material was mainly used. So the features and competitive advantages of the products were different. Because of this, the projects in which the firms had been interested, had also been different, although in some projects the firms had been cornpeting with each other. Firm Z was interested in diversifying into the polyolefin pipe sector and had applied for and obtained a concession to manufacture a raw material that was used in the manufacture of firm X's products. In the negotiations held firm Z seemed to be interested in the proposal concerning marketing cooperation (design). At the same time, firm Y became interested in the project, and in February 1984 negotiations led to an agreement which stated that firm Y would take part in the operation of the unit in Thailand with an ownership share from 10-25% and firm X in the manufacturing operation in Malaysia, with 21% ownership, According to the plan the bank, which had close connections with firm Y, and IFCT would both take part in the operation in Thailand with a 5% ownership share each (evaluation-choice). In Malaysia the following ownership basis was agreed: firm Y 25%; the third country firm, which had earlier participated in the investment project, 24%; firm X 21%, and the other new (local) firm 30%. The bank accepted the proposal for its 5% ownership when it heard that firm Y would participate in the project. Regarding IFCT, the situation is uncertain. In the written plans at least, the organization is not mentioned among the possible partners until later. Firm X made an application to the Bank of Finland for permission to sell 21% of the unit in Thailand to firm Y and to take part in the operation in Malaysia with a 21% ownership. The firm received permission for the arrangements in March 1984 (external authorization). The first part of the capital stock was paid before acceptance of the above mentioned new application. Because the ownership basis negotiations were unfinished, the local corporate register was informed that the share of firm X was 90%, and 10% was formally in the name of a local worker of the firm. This arrangement was meant to be temporary. At the beginning of March 1984, a change in the ownership basis of firm X took place. The firm had been mainly owned by two families, but one family had decided to sell its shares. The change in the ownership basis did not have any influence on the investment decision in Thailand at this stage. According to plan, the firm transferred two production lines from Finland to Thailand in the spring of 1984. Production started in June 1984. During the initial phase the unit had about 20 employees and the financial investments made were about FIM 5 million. Because of the change in the ownership basis of firm X, the strategy of the firm was to be planned more carefully in the future. Especially in the domestic and Scandinavian markets a powerful reorganization was realized (diagnosis; design), e.g., in Scandinavian countries the firm sold two foreign manufacturing units to another Finnish firm (evaluation choice). A1though the change in the ownership basis had no influence on the decision to start production in Thailand, it had a somewhat delaying effect on the ownership basis and marketing cooperation negotiations. The marketing cooperation negotiations with firm Z progressed so much in August-September 1984 that firm X made an application to the Bank of Finland again to change the ownership basis of the unit (evaluation-choice). It had turned out that firm Y wanted to minimize its ownership in the unit, so the earlier planned minimum ownership of 10% was chosen. As for the local bank, the same ownership share was chosen. Because the participation of the bank in the project was closely connected with the participation of firm Y, firm Y regarded that its share could be 20%, which was almost the same percentage as the planned ownership of firm X in the investment in Malaysia. In the application, the share of firm X was 80%. However, there was a reservation in the application of the possibility to sell 35-39% of the 80% ownership share. Firm Y did not suggest any proposal concerning the organization of the marketing and distribution questions, so firm X regarded it as sensible to include a reservation in the application for more freedom in further negotiations. The application was accepted in October 1984 (external authorization). Before there were any further negotiations, the reason for firm Y's lack of interest in the project and for the attitude toward firm Z was revealed. The subsidiary totally owned by firm Y had made a licensing agreement with the local firm, L, at the beginning of 1984. The agreement concerned the manufacture 52 J Busn Res 1995:33:25-55 of one raw material, which could be used in the production of plastic pipes, and a turnkey agreement concerning the manufacturing facilities of that raw material. The rights to manufacture this type of raw material were granted to firm L. The project had progressed very rapidly and had met expectations. Because of this, in the autumn of 1984 firm L had applied for a concession for the manufacture of the same raw material for which firm Z had been granted a concession already, As an exception to normal practice, the application had been accepted. The local authorities had obviously considered that because of the successful first project, firm L also had a good possibility to start the manufacture of the other raw material, Therefore the totally owned subsidiary of firm Y had started the same type of negotiations as earlier, concerning the manufacture of the second raw material with firm L. Because the negotiations were not finished, the value of the agreements was considerable, and firms Z and L would become competitors with each other. Firm Y did not want firm Z to hamper the deals by participating in the project, When the situation was revealed to firm Z, it announced that it had lost interest in the project. The new situation led to new negotiations between firms X and Y concerning both investment projects at the beginning of 1985. Firm X stated that the planned conditions needed certain changes (design) and this therefore led to the negotiations being stalled for some months (interruption). In May 1985 firms X and Y started negotiations again and in June changes in the terms of cooperation that satisfied both firms were agreed upon. Those changes were to the planned ownership shares, but affected some compensation and other conditions that were attached to the investment. The planned production volume and technological solutions concerning the investment in Malaysia were similar to those in Thailand (the production started with two production lines, etc.) (design; evaluation-choice). The Board of Directors of firm X made a formal decision to participate in the investment in June 1985 (authorization). Because the operation in Thailand got less attention in the negotiations, firm X contacted the representatives of the BOI and IFCT and asked them to name a suitable cooperation partner (search). The organizations did not directly name any firm, but obviously the contact had some effect on it, because the previously mentioned firm L contacted firm X sometime later. Firm L was a family firm, operating in many industrial fields, The firm had marketing and purchasing networks that covered the whole country, and it also had trading operations abroad. The turnover of the firm was much higher than that of firm X. In the negotiations, the participation of the firm in the ownership of the unit was discussed in addition to the marketing arrangements (evaluation). After the change in the ownership basis of firm X, the firm started to show a greater preference than earlier when planning foreign investments, for the use of licensing and smaller, probably minority, ownership shares in the units outside the traditional market areas. Because firm Y had good relations with J. Larimo firm k due to the licensing and turnkey deals (negotiations about new licensing and turnkey project deals also led to an agreement at the beginning of 1986), it had nothing against firm L being a partner in the project. As stated earlier, the main interest of firm Y had been, no doubt, in the turnkey projects and the representatives of firm Y said that they did not necessarily want to participate in the project. Because the condition for the participation of the local bank in the investment had been the participation of firm Y, the negotiations concerning ownership were started on a new basis (design). First the negotiations concerned 50-50 ownership, but gradually the partners decided to ask a third partner to join the investment. The advantage of this arrangement was that the unit would then be a firm from Thailand (local ownership share would exceed 50%) and this made it possible to start contracting in the country and it also gave more freedom to choose the plant location. IFCT was initially intended as the neutral partner, because the firms planned to use its financing in some arrangements. However, the organization had not yet taken part in any local joint venture project, but negotiations on participating in that kind of operation were still ongoing. It was also revealed that the financing of the planned projects could be arranged by IFCT without an ownership share in the FDI. The participation of IFCT in the investment was regarded as too uncertain, however, and the firms agreed on a new ownership arrangement. Both partners wanted the firm to be a local firm because of the reasons stated previously, but firm X also wanted to have a balance in the ownership shares of the partner firms. Because of this, the following solution was agreed on: firm L 50%, firm X 49%, and a small, local firm, which was established by the Managing Director of firm X for quite different arrangements, 1% (evaluation-choice). Concerning operation in Malaysia, the local authorities had required changes in the licensing agreement between firms X and Y. Therefore firm X regarded it as sensible as try to get all the agreement arrangements to come into force from the beginning of 1986. The first reason for the timetable was the time needed for the renegotiation and approval of the licensing agreement. Second, firm X had made a licensing agreement with a firm from a third Far Eastern country. The partners had reached an agreement to renew the agreement from the beginning of 1986. Third, the Finnish authorities had negotiated tax arrangements and from the point of view of firm X, more favorable tax agreements were to come into force from the beginning of 1986. Fourth, firm X hoped to reach a cooperation agreement with firm L in such a way that even that agreement could be valid from the beginning of 1986. The negotiations with firm Y took longer than planned, however, and an agreement on the arrangements was reached only at the beginning of April 1986. Before the final agreement on the new arrangements was signed, the senior person in firm L (the head of the family) died at the end of April. None of the other managers of the firm (his sons) had a stronger position and authority than any of the others. The deceased had also FDI Decision Processes in Finnish Firms taken care of contacts outside the firm, e.g. banks, and he had also held the key position in the negotiations with firm X and IFCT. After having negotiated with local banks, the management team of firm L decided not to sign any new agreements in this new situation. Because of this, the preliminary negotiated agreement with firm X was suspended (external interruption), When firm Z, with which firm X had also earlier conducted negotiations about the marketing and production co-operation, heard about the negotiations between the firms X and L and about the interruption in the negotiations because of the new situation in firm X, the firm contacted firm X again in the summer of 1986 (stimuli evocation). Firm L had set up its own raw material production very quickly, and firm Z was clearly behind in starting production. To start its own production, firm Z had agreed to buy a license for the production technology from a Japanese firm. Regarding the machines, equipment etc., which were needed in the production, the firm had negotiated J Busn Res 1995:33:25-55 53 firm should have drafted a more comprehensive strategy concerning the whole Far East area earlier than it actually did. Third, the plans of firm Y, which is one of the partners in the unit in Malaysia, have been and still are partly unclear concerning Thailand. This caused problems in planning the FDI and also in later phases of the project. For the above reason, firm X considers that it would obviously have been wise to try to negotiate more intensively with firm L as early as during the initial contact period. The starting point of the investment that was made into Malaysia was quite different from the FDI made into Thailand. The investment concerned diversifying the product basis of a unit already in operation and a local firm with good contacts was found at the initial phase of the project. Since the settlement of the problems of the planning phase of the project, the situation has been much easier than in Thailand and the financial result has also been much better. a turnkey agreement with the subsidiary of firm Y, i.e., with Summaryand Managerial Implications the same firm as firm k had made the agreement. The competition situation between firms Z and L was very tight, so firm L wanted to know at the beginning of the negotiations what the cooperation situation was between firms X and L. Firms X and Z had made a preliminary non-exclusive distributing agreement (design; evaluation-choice), but because the situation in the market was very unclear in many ways, firm X wanted to have a better view of the situation before signing a final agreement (interruption). The central problem with the unit in Thailand was finding a suitable marketing cooperation partner. Because this caused unexpected problems, firm X started its own sales force training and started to organize marketing in other ways too, but the need for cooperation in marketing was obvious. The demand in the market did not develop as planned, either. The growth rate of the economy slowed significantly during the years 1984-1985 and several projects were suspended, to be realized later. In i986 the situation was better and during the following years the growth rate of the economy was estimated to be even higher. Making the product known caused difficulties, but the situation started gradually to get better, partly because of the measures taken by the competitors (they intensifled their marketing and the advantages of the pipe type became better known). The financial results of the unit were negative during the years 1984-1985, in 1986 the firm reached breakeven point, and after that the unit was planned to yield profits. The plans were also realized. A favorable development continued in the late 1980s and the firm expanded its operation by establishing another manufacturing unit in the country in 1989. The ownership basis of the unit, which was chosen in 1984 (90-10), was planned to be quite temporary, but because the cooperation negotiations failed, the ownership basis has remained the same. Firm X was of the opinion that it won the first big project fairly easily, and because of this the marketing and the connections with the local authorities were partly neglected when the later projects were addressed. Second, the According to many researchers, fairly little is known about company foreign investment decision-making processes. The aim of this article was to highlight the foreign direct manufacturing decision processes in five FDIs made by Finnish firms. As a framework for the analysis, the general model of the strategic decision-making process developed by Mintzberg, Raisinghani, and Theoret (1976) was used. Because the main aim of the study was to illustrate various types of processes noticed among the investment processes that have been studied by the author, the cases were selected in such a way that there is variation in the background data (firm size, extent and experience in international operations, especially concerning FDIs), in the process data (process nature, routines and dynamic factors), and in the situation data (competition situation, motives for FDIs, environment, role or organizations affecting the FDI). The results of the study show that there are a number of factors that influence the FDI decision-makingprocess and there can be a lot of variation in the nature and content of that process. In spite of the many differences, there were also many similarities in the reviewed cases concerning, e.g., the motives for the FDI, alternative development behavior and both information categories and methods used in the evaluation of the investment. Further, it can be said that in accordance with behavioral investment theory (e.g., Cyert and March, 1963; Carter, 1975) and previous foreign FDI studies, the FDI decisionmaking process behavior of the sample firms was characterized by: (1) noncomparative investment analysis, (2) acceptablelevel decision-making as opposed to maximization behavior, and (3) multiple objectives as a guide to behavior. The results of this study are also in accordance with the findings in the pioneering study by Aharoni (i966: 45-46): the decision is usually a very complicated social process, it is influenced by the past and perception of the future as well as the present, it is composed of a large number of decisions made by different people at different points in time. A summary of the strate- 54 J Busn Res 1995:33:25-55 J. Larimo TABLE 3. Summary of the Strategic Decision Process Elements in the Reviewed FDIs Identification phase 1. Decision recognition/stimuli Opportunity Problem Crisis 2. Diagnosis Creation of a special project group Development phase 1. Search behavior Memory search Passive search Trap search Active search 2. Design Given fully developed Found ready-made Custom-made Modified Selection phase 1. Screen 2. Evaluation-choice Judgment Bargaining Analysis Authorization Supporting routines 1. Decision control Decision planning Switching 2. Decision communication Exploration Investigation Dissemination 3. Political routines Dynamic factors Interrupts Scheduling delays Timing delays and speedups Feedback delays Comprehesion cycles Failure recycles X - c o u l d b e identified clearly; (x) - Case 1 Case 2 Case 3 Case 4 Case 5 x x . x x x x x x x x x - (x) - x x - - x (x) x x . - . . - . . x - - - . . . . . . x . . x . . . . x . x . . . . x . . x . x . . . - . - . . . . x . . x . . . . x x x x ? ? ? ? ? ) ? ? ? ? x x (x) x x x (x) - x x x x x x (x) x x x (x) - (x) . x (x) (x) x x x x - x - x - x x x x x (x) c o u l d be identified at least fimitedly; - . . x x - . c o u l d n o t b e identified; ? - can't b e stated definitively. gic decision p r o c e s s e l e m e n t s in the r e v i e w e d FDIs is p r e s e n t e d in Table 3. O n e of the m a i n l i m i t a t i o n s in the case studies r e p o r t e d was that m o s t of the data w e r e g a t h e r e d ex p o s t a n d t h r o u g h interview w i t h only o n e key p e r s o n i n v o l v e d in the actual d e c i s i o n m a k i n g process. In m a n y cases FDI d e c i s i o n p r o c e s s e s s p a n a long time p e r i o d a n d often m a n y individuals take p a r t in them, w h i c h m a k e s s u c h p r o c e s s e s h a r d to study. T h i s o b v i o u s l y partly explains, w h y they are n o t s t u d i e d more. H o w e v e r , m o r e r e s e a r c h is n e e d e d , especially c o n c e r n i n g b o t h diagnosis, design, a n d b a r g a i n i n g routines, a n d the d e v e l o p m e n t of FDI decision m a k i n g in o r g a n i z a t i o n s o v e r time. F r o m the m a n a g e m e n t p o i n t of v i e w s o m e of the r e v i e w e d case studies in p a r t i c u l a r i n d i c a t e the c o m p l e x i t y of the FDI d e c i s i o n - m a k i n g p r o c e s s a n d the n e e d of the m a n a g e m e n t to c o m m i t itself to the process. Because different types of c o o p e r ation a r r a n g e m e n t s s e e m to h a v e i n c r e a s e d in the late 1 9 8 0 s a n d early 1990s, it is n o t e w o r t h y that in two cases the F i n n i s h firms h a d p r o b l e m s w i t h p o t e n t i a l j o i n t v e n t u r e p a r t n e r s a n d in b o t h of t h o s e cases the FDI was later realized w i t h o u t t h o s e p o t e n t i a l p a r t n e r s . Also in two o t h e r cases w h e r e a j o i n t v e n ture solution w a s c h o s e n , the o w n e r s h i p a r r a n g e m e n t was later changed (in o n e case the change process was in progress). These findings i n d i c a t e the r e l e v a n c e of a v e r y careful e v a l u a t i o n of the m o t i v e s of the p o t e n t i a l j o i n t v e n t u r e p a r t n e r for the FDI in the d i a g n o s i s - s c r e e n i n g - e v a l u a t i o n stages. If a j o i n t v e n t u r e s o l u t i o n is m a d e , a c o n t i n u i n g analysis of the o p t i m a l o w n e r s h i p a r r a n g e m e n t is to b e r e c o m m e n d e d (this h o l d s t r u e also FDI Decision Processes in Finnish Firms in wholly owned FDIs). Finally, in acquisitions the development after making the FDI revealed that synergy effects were lower than expected. Thus, overestimation of the synergy effects seems to be very c o m m o n in foreign acquisitions, which should be taken into account during the diagnosis-screeningevaluation phases. References Aharoni, Yair, The ForeignInvestment Decision Process,Harvard University, Boston. 1966. Ansoff, H. I., Brandenburg, R. G., Portner, F. 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