Agency Mergers and Acquisitions Marketing

What makes an ideal purchase? The secret behind successful marketing M&A deals

By Barry Dudley, Partner

Green Square


Opinion article

May 6, 2016 | 7 min read

As someone who works for a business that puts firms wanting to realise value in touch with firms looking to acquire, and which then helps to facilitate the deal, one of the questions I’m most often asked when I tell people what I do, is: "What makes an ideal purchase?"

Fundamental to this is understanding what the seller wants to do, and why. This normally involves two elements: to unlock value from the business that they have created and secondly access to another ingredient to help take the business into a new chapter – perhaps through investment that a big buyer or venture capital or private equity house can bring, perhaps access to geographical footprint, perhaps to add complementary services, the list goes on.

Once we’ve established this, we look for the right partner for the seller.

This is actually one of the hardest parts of the job, but one of the most important. It’s where a company like mine seeks to add real value to the process.

Because for a deal or a union to work, the numbers have to add up, the seller has to have credibility, but most of all, the buyer and seller must be able to work together.

This is about the principals and the teams meshing, getting on, sharing goals, ambitions and values and the like, but it’s about something more intangible – chemistry.

It’s a bit of a cliche, but marcomms is primarily a people business (it’s a cliche that, like many cliches, is primarily true) which also resonates into the tech sector where the founders, their views, vision, passion permeate the business even though the output may be some sort of software platform.

Most successful endeavours have been created or achieved by teams, by like-minded individuals working together and exchanging ideas (and often the bonds between the team outlasted the businesses they worked for). In the old days of print, back in the 1950s and 60s, it was usually about a copywriter and an art guy, with perhaps some input from the suits (planners/strategists and account men), rounded off with a sympathetic media buyer.

In the heyday of TV, from the late 60s on, the teams got bigger, adding directors, scriptwriters, production types, casting people, art buyers and so on into the mix.

In the modern era, we now add data analysts, strategists, consultants, developers, techies and others. As the team gets bigger, the ability to understand each other and work together becomes crucial.

A deal that really works to the benefit of seller and buyer is the same. It boils down to teamwork.

And teamwork is perhaps the most underestimated aspect of doing business. Get the right team, and you’re made.

Look at the events of earlier this week, when Leicester City pulled off one of the biggest upsets in the history of sport when they won the Premier League (with a fortnight and two matches to spare).

Contrary to what some pundits have said, Leicester didn’t win just because the 'established big teams' like the Manchesters United and City, Arsenal and Chelsea, fell off the pace.

They won because their relatively inexpensive squad played like a team, pulling together (interestingly, the other 'smaller' teams that have also done well in this most extraordinary of seasons, Spurs and West Ham, have also exhibited a similar team spirit) and playing for each other – as well as for their fans and their likeable, wily manager.

More expensively-assembled and bigger teams – perhaps containing individuals with supreme talents and led by more successful or skilled managers – have fallen by the wayside because they haven’t gelled.

Leicester played well, and always together, and thus became an unstoppable force. A team. With hindsight, there’s been nothing remotely 'flukey' about their table-topping success, nor that of Spurs or West Ham either. If these teams carry on playing with such unified purpose and chemistry, there’s no reason to doubt that their success can’t carry on into the next season and beyond. And if the big teams try to re-establish themselves by hoovering up the best players from Leicester, then they may well fail, as they are simply taking talented individuals from a team and transplanting them into a unit where they may not fit.

As a further analogy, take a band – The Beatles, for example. Ringo might not have been the best drummer in the world, but he was undoubtedly the best drummer for The Beatles. He completed the team, bringing something to the party that the other three did not possess.

Add in a sympathetic and insightful producer in George Martin; a manager (Epstein) who loved his boys and their music and who shared their ambition; and a small coterie of close mates like Neil Aspinall, Mal Evans and Derek Taylor, and you have another team of world-beaters.

Interestingly, the three most successful groups in the history of popular music – The Beatles, Led Zeppelin and Pink Floyd – were all (surprisingly) small, tight-knit teams of people (group members, managers, roadies, sound and light people, publicists, bookers) who’d known each other for years, often since childhood. Success sometimes fractured these teams in the end, but they often endured for a surprisingly long time.

And look at some of the most successful solo artists: Bowie, Sinatra and, latterly, Beyoncé, have all prospered by surrounding themselves with teams of musicians, co-writers, and producers, all of them astutely chosen to get the best possible results.

To return to our industry, we’ve written many times in The Drum about Yahoo, one of the most acquisitive companies out there. Over the years it’s bought hundreds of companies. A lot of them have been great, but Yahoo has never really known what to do with its newly acquired bounty. It’s thus legitimate to argue that Tumblr, Flickr and the rest have all made little difference to Yahoo’s overall state of health, that it remains diffuse and directionless (hence the recent spate of rumours that it may be split up).

In contrast, the big holding companies – WPP, Publicis, IPG, Omnicom and Dentsu Aegis among them – may not always get it right, but on the whole their acquisitions are tactically and strategically astute.

In the early days of WPP, Sorrell was famous for making swashbuckling deals, buying up huge established global ad networks such as Y&R, Grey, Ogilvy & Mather and JWT.

When we at Green Square shepherd through a deal, one of our principal concerns is matching buyer and seller – the chemistry; just as an astute football manager or scout will ensure that a prospective transfer will fit in with his team, its way of playing, and the already existing squad. It’s an inexact science, relying on gut instinct as well as acute observation and analysis, but it’s something that’s worth expending a lot of time on, as the Foxes’ success this season demonstrates.

Barry Dudley is a partner at Green Square, corporate finance advisors to the media and marketing sector

Agency Mergers and Acquisitions Marketing

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