Exam 6: Postclosing Integration: Mergers, acquisitions, and Business Alliances

High employee turnover is rarely a problem during the integration of the target firm into the acquirer.

It is crucial to focus on the highest leverage issues in implementing post-merger integration.True of False

Rapid integration is usually important for all of the following reasons except for

Newly merged firms frequently experience a loss of existing customers as a direct consequence of the merger.

Integration is among the most important factors contributing to the success or failure of mergers and acquisitions.

Benchmarking important functions such as the acquirer's and the target's manufacturing and information technology operations and processes is a useful starting point for determining how to integrate these activities.

Integration planning involves addressing human resource,customer,and supplier issues that overlap the change of ownership.

Case Study Short Essay Examination Questions Albertson's Acquires American Stores- Underestimating the Costs of Integration In 1999, Albertson's acquired American Stores for $12.5 billion, making it the nation's second largest supermarket chain, with more than 1000 stores. The corporate marriage stumbled almost immediately. Escalating integration costs resulted in a sharp downward revision of its fiscal year 2000 profits. In the quarter ended October 28, 1999, operating profits fell 15% to $185 million, despite an increase in sales of 1.6% to $8.98 billion. Albertson's proceeded to update the Lucky supermarket stores that it had acquired in California and to combine the distribution operations of the two supermarket chains. It appears that Albertson's substantially underestimated the complexity of integrating an acquisition of this magnitude. Albertson's spent about $90 million before taxes to convert more than 400 stores to its information and distribution systems as well as to change the name to Albertson's. By the end of 1999, Albertson's stock had lost more than one-half of its value (Bloomberg.com, November 1, 1999). : -In your judgment,do you think acquirers' commonly (albeit not deliberately)understate integration costs? Why or why not?

When news about the integration is bad,it is critical never to share it with employees.

Case Study Short Essay Examination Questions Promises to PeopleSoft's Customers Complicate Oracle's Integration Efforts When Oracle first announced its bid for PeopleSoft in mid-2003, the firm indicated that it planned to stop selling PeopleSoft's existing software programs and halt any additions to its product lines. This would result in the termination of much of PeopleSoft's engineering, sales, and support staff. Oracle indicated that it was more interested in PeopleSoft's customer list than its technology. PeopleSoft earned sizeable profit margins on its software maintenance contracts, under which customers pay for product updates, fixing software errors, and other forms of product support. Maintenance fees represented an annuity stream that could improve profitability even when new product sales are listless. However, PeopleSoft's customers worried that they would have to go through the costly and time-consuming process of switching software. To win customer support for the merger and to avoid triggering $2 billion in guarantees PeopleSoft had offered its customers in the event Oracle failed to support its products, Oracle had to change dramatically its position over the next 18 months. One day after reaching agreement with the PeopleSoft board, Oracle announced it would release a new version of PeopleSoft's products and would develop another version of J.D. Edwards's software, which PeopleSoft had acquired in 2003. Oracle committed itself to support the acquired products even longer than PeopleSoft's guarantees would have required. Consequently, Oracle had to maintain programs that run with database software sold by rivals such as IBM. Oracle also had to retain the bulk of PeopleSoft's engineering staff and sales and customer support teams. Among the biggest beneficiaries of the protracted takeover battle was German software giant SAP. SAP was successful in winning customers uncomfortable about dealing with either Oracle or PeopleSoft. SAP claimed that its worldwide market share had grown from 51 percent in mid-2003 to 56 percent by late 2004. SAP took advantage of the highly public hostile takeover by using sales representatives, email, and an international print advertising campaign to target PeopleSoft customers. The firm touted its reputation for maintaining the highest quality of support and service for its products. -Explain why Oracle's willingness to pay such a high premium for PeopleSoft and its willingness to change its position on supporting PeopleSoft products and retaining the firm's employees may have had a negative impact on Oracle shareholders.Be specific.

Case Study Short Essay Examination Questions Overcoming Culture Clash: Allianz AG Buys Pimco Advisors LP On November 7, 1999, Allianz AG, the leading German insurance conglomerate, acquired Pimco Advisors LP for $3.3 billion. The Pimco acquisition boosts assets under management at Allianz from $400 billion to $650 billion, making it the sixth largest money manager in the world. The cultural divide separating the two firms represented a potentially daunting challenge. Allianz's management was well aware that firms distracted by culture clashes and the morale problems and mistrust they breed are less likely to realize the synergies and savings that caused them to acquire the company in the first place. Allianz was acutely aware of the potential problems as a result of difficulties they had experienced following the acquisition of Firemen's Fund, a large U.S.-based property-casualty company. A major motivation for the acquisition was to obtain the well-known skills of the elite Pimco money managers to broaden Allianz's financial services product offering. Although retention bonuses can buy loyalty in the short run, employees of the acquired firm generally need much more than money in the long term. Pimco's money managers stated publicly that they wanted Allianz to let them operate independently, the way Pimco existed under their former parent, Pacific Mutual Life Insurance Company. Allianz had decided not only to run Pimco as an independent subsidiary but also to move $100 billion of Allianz's assets to Pimco. Bill Gross, Pimco's legendary bond trader, and other top Pimco money managers, now collect about one-fourth of their compensation in the form of Allianz stock. Moreover, most of the top managers have been asked to sign long-term employment contracts and have received retention bonuses. Joachim Faber, chief of money management at Allianz, played an essential role in smoothing over cultural differences. Led by Faber, top Allianz executives had been visiting Pimco for months and having quiet dinners with top Pimco fixed income investment officials and their families. The intent of these intimate meetings was to reassure these officials that their operation would remain independent under Allianz's ownership. : -How did the potential for culture clash affect the way Alliance acquired Pimco?

All of the following are often cited as factors critical to the ultimate success of the integration effort except for

Case Study Short Essay Examination Questions Exxon-Mobil: A Study in Cost Cutting Having obtained access to more detailed information following consummation of the merger, Exxon-Mobil announced dramatic revisions in its estimates of cost savings. The world's largest publicly owned oil company would cut almost 16,000 jobs by the end of 2002. This was an increase from the 9000 cuts estimated when the merger was first announced in December 1998. Of the total, 6000 would come from early retirement. Estimated annual savings reached $3.8 billion by 2003, up by more than $1 billion from when the merger originally was announced. As time passed, the companies seemed to have become a highly focused, smooth-running machine remarkably efficient at discovering, refining, and marketing oil and gas. An indication of this is the fact that the firm spent less per barrel to find oil and gas in 2003 than at almost any time in history. With revenues of $210 billion, Exxon-Mobil surged to the top of the Fortune 500 in 2004. Discussion Question: -In your judgment,are acquirers more likely to under- or overestimate anticipated cost savings? Explain your answer.

Employees of both the target and acquiring firms are likely to resist change following a takeover.

The extent to which compensation plans for the acquiring and acquired firms are integrated depends on whether the two companies are going to be managed separately or fully integrated.

The newly integrated firm must be able to communicate a compelling vision to investors.

Case Study Short Essay Examination Questions Promises to PeopleSoft's Customers Complicate Oracle's Integration Efforts When Oracle first announced its bid for PeopleSoft in mid-2003, the firm indicated that it planned to stop selling PeopleSoft's existing software programs and halt any additions to its product lines. This would result in the termination of much of PeopleSoft's engineering, sales, and support staff. Oracle indicated that it was more interested in PeopleSoft's customer list than its technology. PeopleSoft earned sizeable profit margins on its software maintenance contracts, under which customers pay for product updates, fixing software errors, and other forms of product support. Maintenance fees represented an annuity stream that could improve profitability even when new product sales are listless. However, PeopleSoft's customers worried that they would have to go through the costly and time-consuming process of switching software. To win customer support for the merger and to avoid triggering $2 billion in guarantees PeopleSoft had offered its customers in the event Oracle failed to support its products, Oracle had to change dramatically its position over the next 18 months. One day after reaching agreement with the PeopleSoft board, Oracle announced it would release a new version of PeopleSoft's products and would develop another version of J.D. Edwards's software, which PeopleSoft had acquired in 2003. Oracle committed itself to support the acquired products even longer than PeopleSoft's guarantees would have required. Consequently, Oracle had to maintain programs that run with database software sold by rivals such as IBM. Oracle also had to retain the bulk of PeopleSoft's engineering staff and sales and customer support teams. Among the biggest beneficiaries of the protracted takeover battle was German software giant SAP. SAP was successful in winning customers uncomfortable about dealing with either Oracle or PeopleSoft. SAP claimed that its worldwide market share had grown from 51 percent in mid-2003 to 56 percent by late 2004. SAP took advantage of the highly public hostile takeover by using sales representatives, email, and an international print advertising campaign to target PeopleSoft customers. The firm touted its reputation for maintaining the highest quality of support and service for its products. -How did the commitments Oracle made to PeopleSoft's customers have affected its ability to realize anticipated synergies? Be specific.

It is generally more important to respond to current issues as they arise in your communication plans even if it results in the appearance of a somewhat inconsistent theme throughout communications made to stakeholders.

Case Study Short Essay Examination Questions Overcoming Culture Clash: Allianz AG Buys Pimco Advisors LP On November 7, 1999, Allianz AG, the leading German insurance conglomerate, acquired Pimco Advisors LP for $3.3 billion. The Pimco acquisition boosts assets under management at Allianz from $400 billion to $650 billion, making it the sixth largest money manager in the world. The cultural divide separating the two firms represented a potentially daunting challenge. Allianz's management was well aware that firms distracted by culture clashes and the morale problems and mistrust they breed are less likely to realize the synergies and savings that caused them to acquire the company in the first place. Allianz was acutely aware of the potential problems as a result of difficulties they had experienced following the acquisition of Firemen's Fund, a large U.S.-based property-casualty company. A major motivation for the acquisition was to obtain the well-known skills of the elite Pimco money managers to broaden Allianz's financial services product offering. Although retention bonuses can buy loyalty in the short run, employees of the acquired firm generally need much more than money in the long term. Pimco's money managers stated publicly that they wanted Allianz to let them operate independently, the way Pimco existed under their former parent, Pacific Mutual Life Insurance Company. Allianz had decided not only to run Pimco as an independent subsidiary but also to move $100 billion of Allianz's assets to Pimco. Bill Gross, Pimco's legendary bond trader, and other top Pimco money managers, now collect about one-fourth of their compensation in the form of Allianz stock. Moreover, most of the top managers have been asked to sign long-term employment contracts and have received retention bonuses. Joachim Faber, chief of money management at Allianz, played an essential role in smoothing over cultural differences. Led by Faber, top Allianz executives had been visiting Pimco for months and having quiet dinners with top Pimco fixed income investment officials and their families. The intent of these intimate meetings was to reassure these officials that their operation would remain independent under Allianz's ownership. : -What else could Allianz have done to minimize potential culture clash? Be specific.

Panasonic Moves to Consolidate Past Acquisitions ¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬¬Key Points: • Minority investors may impede a firm's ability to implement its business strategy by slowing the decision making process. • A common solution is for the parent firm to buy out or "squeeze-out" minority shareholders ______________________________________________________________________________ Increased competition in the manufacture of rechargeable batteries and other renewable energy products threatened to thwart Panasonic Corporation's move to achieve a dominant global position in renewable energy products. South Korean rivals Samsung Electronics Company and LG Electronics Inc. were increasing investment to overtake Panasonic in this marketplace. These firms have already been successful in surpassing Panasonic's leadership position in flat-panel televisions. Despite having a majority ownership in several subsidiaries, Sanyo Electric Company and Panasonic Electric Works Company that are critical to its long-term success in the manufacture and sale of renewable energy products, Panasonic has been frustrated by the slow pace of decision making and strategy implementation. In particular, Sanyo Electric has been reluctant to surrender decision making to Panasonic. Despite appeals by Panasonic president Fumio Ohtsubo 's for collaboration, Panasonic and Sanyo continued to compete for customers. Sanyo Electric maintains a brand that is distinctly different from the Panasonic brand, thereby creating confusion among customers. Sanyo Electric, the global market share leader in rechargeable lithium ion batteries, also has a growing presence in solar panels. Panasonic Electric Works makes lighting equipment, sensors, and other key components for making homes and offices more energy efficient. To gain greater decision-making power, Panasonic acquired the remaining publicly traded shares in both Sanyo Electric and Panasonic Electric Works in March 2011 and plans to merge these two operations into the parent. Plans call for combining certain overseas sales operations and production facilities of Sanyo Electric and Panasonic Electric Works, as well as using Panasonic factories to make Sanyo products. The two businesses were consolidated in 2012. The challenge to Panasonic now is gaining full control without alienating key employees who may be inclined to leave and destroying those attributes of the Sanyo culture that are needed to expand Panasonic's global position in renewable energy products. This problem is not unique to Panasonic. Many Japanese companies consist of large interlocking networks of majority-owned subsidiaries that are proving less nimble than firms with more centralized authority. After four straight years of operating losses, Hitachi Ltd. spent 256 billion yen ($2.97 billion) to buy out minority shareholders in five of its majority-owned subsidiaries in order to achieve more centralized control. Discussion Questions 1. Describe the advantages and disadvantages of owning less than 100 percent of another company. 2. When does it make sense to buy a minority interest, a majority interest, or 100 percent of the publicly traded shares of another company? Case Study Short Essay Examination Questions HP Acquires Compaq-The Importance of Preplanning Integration The proposed marriage between Hewlett-Packard (HP) and Compaq Computer got off to a rocky start when the sons of the founders came out against the transaction. The resulting long, drawn-out proxy battle threatened to divert management's attention from planning for the postclosing integration effort. The complexity of the pending integration effort appeared daunting. The two companies would need to meld employees in 160 countries and assimilate a large array of products ranging from personal computers to consulting services. When the transaction closed on May 7, 2002, critics predicted that the combined businesses, like so many tech mergers over the years, would become stalled in a mess of technical and personal entanglements. Instead, HP's then CEO Carly Fiorina methodically began to plan for integration prior to the deal closing. She formed an elite team that studied past tech mergers, mapped out the merger's most important tasks, and checked regularly whether key projects were on schedule. A month before the deal was even announced on September 4, 2001, Carly Fiorina and Compaq CEO Michael Capellas each tapped a top manager to tackle the integration effort. The integration managers immediately moved to form a 30-person integration team. The team learned, for example, that during Compaq's merger with Digital some server computers slated for elimination were never eliminated. In contrast, HP executives quickly decided what to jettison. Every week they pored over progress charts to review how each product exit was proceeding. By early 2003, HP had eliminated 33 product lines it had inherited from the two companies, thereby reducing the remaining number to 27. Another 6 were phased out in 2004. After reviewing other recent transactions, the team recommended offering retention bonuses to employees the firms wanted to keep, as Citigroup had done when combining with Travelers. The team also recommended that moves be taken to create a unified culture to avoid the kind of divisions that plagued AOL Time Warner. HP executives learned to move quickly, making tough decisions early with respect to departments, products, and executives. By studying the 1984 merger between Chevron and Gulf Oil, where it had taken months to name new managers, integration was delayed and employee morale suffered. In contrast, after Chevron merged with Texaco in 2001, new managers were appointed in days, contributing to a smooth merger. Disputes between HP and former Compaq staff sometimes emerged over issues such as the different approaches to compensating sales people. These issues were resolved by setting up a panel of up to six sales managers enlisted from both firms to referee the disagreements. HP also created a team to deal with combining the corporate cultures and hired consultants to document the differences. A series of workshops involving employees from both organizations were established to find ways to bridge actual or perceived differences. Teams of sales personnel from both firms were set up to standardize ways to market to common customers. Schedules were set up to ensure that agreed-upon tactics were actually implemented in a timely manner. The integration managers met with Ms. Fiorina weekly. The results of this intense preplanning effort were evident by the end of the first year following closing. HP eliminated duplicate product lines and closed dozens of facilities. The firm cut 12,000 jobs, 2,000 more than had been planned at that point in time, from its combined 150,000 employees. HP achieved $3 billion in savings from layoffs, office closures, and consolidating its supply chain. Its original target was for savings of $2.4 billion after the first 18 months. Despite realizing greater than anticipated cost savings, operating margins by 2004 in the PC business fell far short of expectations. This shortfall was due largely to declining selling prices and a slower than predicted recovery in PC unit sales. The failure to achieve the level of profitability forecast at this time of the acquisition contributed to the termination of Ms. Fiorina in early 2005. Discussion Questions 1. Explain how premerger planning aided in the integration of HP and Compaq. 2. What did HP learn by studying other mergers? Give examples. 3. Cite key cultural differences between the two organizations. How were they resolved? Case Study Short Essay Examination Questions Integrating Supply Chains: Coty Cosmetics Integrates Unilever Cosmetics International In mid-August 2005, Coty, one of the world's largest cosmetics and fragrance manufacturers, acquired Unilever Cosmetics International (UCI), a subsidiary of the Unilever global conglomerate, for $800 million. Coty viewed the transaction as one in which it could become a larger player in the prestigious fragrance market of expensive perfumes. Coty believed it could reap economies of scale from having just one sales force, marketing group, and the like selling and managing the two sets of products. It hoped to retain the best people from both organizations. However, Coty's management understood that if it were not done quickly enough, it might not realize the potential cost savings and would risk losing key personnel. By mid-December, Coty's IT team had just completed moving UCI's employees from Unilever's infrastructure to Coty's. This involved such tedious work as switching employees from Microsoft's Outlook to Lotus Notes. Coty's information technology team was faced with the challenge of combining and standardizing the two firms' supply chains, including order entry, purchasing, processing, financial, warehouse, and shipping systems. At the end of 2006, Coty's management announced that it anticipated that the two firms would be fully integrated by June 30, 2006. From an IT perspective, the challenges were daunting. The new company's supply chain spanned ten countries and employed four different enterprise resource planning (ERP) systems that had three warehouse systems running five major distribution facilities on two continents. ERP is an information system or process that integrates all production and related applications across an entire corporation. On January 11-12, 2006, 25 process or function "owners," including the heads of finance, customer service, distribution, and IT, met to create the integration plan for the firm's disparate supply chains. In addition to the multiple distribution centers and ERP systems, operations in each country had unique processes that had to be included in the integration planning effort. For example, Italy was already using the SAP system on which Coty would eventually standardize. The largest customers there placed orders at the individual store level and expected products to be delivered to these stores. In contrast, the United Kingdom used a legacy (i.e., a highly customized, nonstandard) ERP system, and Coty's largest customer in the United Kingdom, the Boots pharmacy chain, placed orders electronically and had them delivered to central warehouses. Coty's IT team, facing a very demanding schedule, knew it could not accomplish all that needed to be done in the time frame required. Therefore, it started with any system that directly affected the customer, such as sending an order to the warehouse, shipment notification, and billing. The decision to focus on "customer-facing" systems came at the expense of internal systems, such as daily management reports tracking sales and inventory levels. These systems were to be completed after the June 30, 2006, deadline imposed by senior management. To minimize confusion, Coty created small project teams that consisted of project managers, IT directors, and external consultants. Smaller teams did not require costly overhead, like dedicated office space, and eliminated chains of command that might have prevented senior IT management from receiving timely, candid feedback on actual progress against the integration plan. The use of such teams is credited with allowing Coty's IT department to combine sales and marketing forces as planned at the beginning of the 2007 fiscal year in July 2006. While much of the "customer-facing" work was done, many tasks remained. The IT department now had to go back and work out the details it had neglected during the previous integration effort, such as those daily reports its senior managers wanted and the real-time monitoring of transactions. By setting priorities early in the process and employing small, project-focused teams, Coty was able to integrate successfully the complex supply chains of the firms in a timely manner. Discussion Questions 1. Do you agree with Coty management's decision to focus on integrating "customer-facing" systems first? Explain your answer. 2. How might this emphasis on integrating "customer-facing" systems have affected the new firm's ability to realize anticipated synergies? Be specific. 3. Discuss the advantages and disadvantages of using small project teams. Be specific. Case Study Short Essay Examination Questions Culture Clash Exacerbates Efforts of the Tribune Corporation to Integrate the Times Mirror Corporation The Chicago-based Tribune Corporation owned 11 newspapers, including such flagship publications as the Chicago Tribune, the Los Angeles Times, and Newsday, as well as 25 television stations. Attempting to offset the long-term decline in newspaper readership and advertising revenue, Tribune acquired the Times Mirror (owner of the Los Angeles Times newspaper) for $8 billion in 2000. The merger combined two firms that historically had been intensely competitive and had dramatically different corporate cultures. The Tribune was famous for its emphasis on local coverage, with even its international stories having a connection to Chicago. In contrast, the L.A. Times had always maintained a strong overseas and Washington, D.C., presence, with local coverage often ceded to local suburban newspapers. To some Tribune executives, the L.A. Times was arrogant and overstaffed. To L.A. Times executives, Tribune executives seemed too focused on the "bottom line" to be considered good newspaper people. The overarching strategy for the new company was to sell packages of newspaper and local TV advertising in the big urban markets. It soon became apparent that the strategy would be unsuccessful. Consequently, the Tribune's management turned to aggressive cost cutting to improve profitability. The Tribune wanted to encourage centralization and cooperation among its newspapers to cut overlapping coverage and redundant jobs. Coverage of the same stories by different newspapers owned by the Tribune added substantially to costs. After months of planning, the Tribune moved five bureaus belonging to Times Mirror papers (including the L.A. Times) to the same location as its four other bureaus in Washington, D.C. L.A. Times' staffers objected strenuously to the move, saying that their stories needed to be tailored to individual markets and they did not want to share reporters with local newspapers. As a result of the consolidation, the Tribune's newspapers shared as much as 40 percent of the content from Washington, D.C., among the papers in 2006, compared to as little as 8 percent in 2000. Such changes allowed for significant staffing reductions. In trying to achieve cost savings, the firm ran aground in a culture war. Historically, the Times Mirror, unlike the Tribune, had operated its newspapers more as a loose confederation of separate newspapers. Moreover, the Tribune wanted more local focus, while the L.A. Times wanted to retain its national and international presence. The controversy came to a head when the L.A. Times' editor was forced out in late 2006. Many newspaper stocks, including the Tribune, had lost more than half of their value between 2004 and 2006. The long-term decline in readership within the Tribune appears to have been exacerbated by the internal culture clash. As a result, the Chandler Trusts, Tribune's largest shareholder, put pressure on the firm to boost shareholder value. In September, the Tribune announced that it wanted to sell the entire newspaper; however, by November, after receiving bids that were a fraction of what had been paid to acquire the newspaper, it was willing to sell parts of the firm. The Tribune was taken private by legendary investor Sam Zell in 2007 and later went into bankruptcy in 2009, a victim of the recession and its bone-crushing debt load. See Case Study 13.4 for more details. Discussion Questions 1. Why do you believe the Tribune thought it could overcome the substantial cultural differences between itself and the Times Mirror Corporation? Be specific. 2. What would you have done differently following closing to overcome the cultural challenges faced by the Tribune? Be specific. Case Study Short Essay Examination Questions Daimler Acquires Chrysler-Anatomy of a Cross-Border Transaction The combination of Chrysler and Daimler created the third largest auto manufacturer in the world, with more than 428,000 employees worldwide. Conceptually, the strategic fit seemed obvious. German engineering in the automotive industry was highly regarded and could be used to help Chrysler upgrade both its product quality and production process. In contrast, Chrysler had a much better track record than Daimler in getting products to market rapidly. Daimler's distribution network in Europe would give Chrysler products better access to European markets; Chrysler could provide parts and service support for Mercedes-Benz in the United States. With greater financial strength, the combined companies would be better able to make inroads into Asian and South American markets. Daimler's product markets were viewed as mature, and Chrysler was under pressure from escalating R&D costs and retooling demands in the wake of rapidly changing technology. Both companies watched with concern the growing excess capacity of the worldwide automotive manufacturing industry. Daimler and Chrysler had been in discussions about doing something together for some time. They initiated discussions about creating a joint venture to expand into Asian and South American markets, where both companies had a limited presence. Despite the termination of these discussions as a result of disagreement over responsibilities, talks were renewed in February 1998. Both companies shared the same sense of urgency about their vulnerability to companies such as Toyota and Volkswagen. The transaction was completed in April 1998 for $36 billion. Enjoying a robust auto market, starry-eyed executives were touting how the two firms were going to save billions by using common parts in future cars and trucks and by sharing research and technology. In a press conference to announce the merger, Jurgen Schrempp, CEO of DaimlerChrysler, described the merger as highly complementary in terms of product offerings and the geographic location of many of the firms' manufacturing operations. It also was described to the press as a merger of equals (Tierney, 2000). On the surface, it all looked so easy. The limitations of cultural differences became apparent during efforts to integrate the two companies. Daimler had been run as a conglomerate, in contrast to Chrysler's highly centralized operations. Daimler managers were accustomed to lengthy reports and meetings to review the reports. Under Schrempp's direction, many top management positions in Chrysler went to Germans. Only a few former Chrysler executives reported directly to Schrempp. Made rich by the merger, the potential for a loss of American managers within Chrysler was high. Chrysler managers were accustomed to a higher degree of independence than their German counterparts. Mercedes dealers in the United States balked at the thought of Chrysler's trucks still sporting the old Mopar logo delivering parts to their dealerships. All the trucks had to be repainted. Charged with the task of finding cost savings, the integration team identified a list of hundreds of opportunities, offering billions of dollars in savings. For example, Mercedes dropped its plans to develop a battery-powered car in favor of Chrysler's electric minivan. The finance and purchasing departments were combined worldwide. This would enable the combined company to take advantage of savings on bulk purchases of commodity products such as steel, aluminum, and glass. In addition, inventories could be managed more efficiently, because surplus components purchased in one area could be shipped to other facilities in need of such parts. Long-term supply contracts and the dispersal of much of the purchasing operations to the plant level meant that it could take as long as 5 years to fully integrate the purchasing department. The time required to integrate the manufacturing operations could be significantly longer, because both Daimler and Chrysler had designed their operations differently and are subject to different union work rules. Changing manufacturing processes required renegotiating union agreements as the multiyear contracts expired. All of that had to take place without causing product quality to suffer. To facilitate this process, Mercedes issued very specific guidelines for each car brand pertaining to R&D, purchasing, manufacturing, and marketing. Although certainly not all of DaimlerChrysler's woes can be blamed on the merger, it clearly accentuated problems associated with the cyclical economic slowdown during 2001 and the stiffened competition from Japanese automakers. The firm's top management has reacted, perhaps somewhat belatedly to the downturn, by slashing production and eliminating unsuccessful models. Moreover, the firm has pared its product development budget from $48 billion to $36 billion and eliminated more than 26,000 jobs, or 20% of the firm's workforce, by early 2002. Six plants in Detroit, Mexico, Argentina, and Brazil were closed by the end of 2002. The firm also cut sharply the number of Chrysler. car dealerships. Despite the aggressive cost cutting, Chrysler reported a $2 billion operating loss in 2003 and a $400 million loss in 2004. While Schrempp had promised a swift integration and a world-spanning company that would dominate the industry, five years later new products have failed to pull Chrysler out of a tailspin. Moreover, DaimlerChrysler's domination has not extended beyond the luxury car market, a market they dominated before the acquisition. The market capitalization of DaimlerChrysler, at $38 billion at the end of 2004, was well below the German auto maker's $47 billion market cap before the transaction. With the benefit of hindsight, it is possible to note a number of missteps DaimlerChrysler has made that are likely to haunt the firm for years to come. These include paying too much for some parts, not updating some vehicle models sooner, falling to offer more high-margin vehicles that could help ease current financial strains, not developing enough interesting vehicles for future production, and failing to be completely honest with Chrysler employees. Although Daimler managed to take costs out, it also managed to alienate the workforce. -What were the principal risks to the merger?