Articles

Articles

The Power of Servant Leadership & the Failures of Power in Leadership

Published on May 5, 2015

Jeffrey Wagner


Servant Leaders are like this...https://youtu.be/8I9h7zHIPKg. They listen, teach, equip, and draw us toward excellence. Coach was about Character and was more excited about the teachers, executives, and leaders that were created after the game was gone. Those who don't listen or equip define mediocrity as success...aspire to this and not to the self-serving leadership of mediocrity we see so regularly in the media and our lives -


JD Wagner


Post-Sale Integration & Transition: Why We Fail & How To Succeed.

Published on August 11, 2015

Jeffrey Wagner


I'd like to explore with you some thoughts on failure and success in post-sale integration & transition in the light of 20 years of experience as outside legal counsel, Senior General Counsel/Executive Management Team member, and Collegiate Lecturer in Business Law & Management to the bright minds of our future. This is not an economics discussion (though this discussion impacts economics greatly), but a discussion of ways in which we fail and succeed in creating (or re-creating) a surgically precise roadmap, as decisive leaders and corporate culture bearers, that leads to a smarter, better, faster, and ideally, more robust and pleasant entity than all of the acquired entities combined. 


Why We Fail in Post-Sale Integration/Transition: 


1. Failure to Assess and Address The Issue of People: As the famous show host used to say, "...and the survey says!"....the Number One Reason we fail is that we are not assessing and addressing our intellectual and cultural power in those who will lead and those who will be led.


“Letting the wrong people hang around is unfair to all the right people, as they inevitably find themselves compensating for the inadequacies of the wrong people. Worse, it can drive away the best people. Strong performers are intrinsically motivated by performance, and when they see their efforts impeded by carrying extra weight, they eventually become frustrated......I do know that if I start with the right people, ask them the right questions, and engage them in vigorous debate, we will find a way to make this company great....” - Jim Collins, Good To Great


The reason we so often fail by keeping the “wrong people around” is that the process of weeding out the “wrong people” can be intrinsically difficult, relationally painful, and outwardly callous. Moreover, the decision on who are the “wrong people” is not always obvious and objective; in fact too many it will appear subjective and considerably less obvious. Nevertheless, in most instances the “wrong people” have shown themselves for some time and the decision to give these individuals the opportunity to be employed elsewhere is often obvious and objective. Leadership must assess these decisions together and then leadership should deal with these changes first or failure at many levels will result. Why? Because beyond the fact that their attitudes, performance, and, possibly, obstreperous nature, creates sand in the cogs of transition, these “wrong people” are, 99.9% of the time, the largest detractors in the effort to effect positive transitional corporate culture, change, and movement forward.


How We Succeed: Do not let the wrong people hang around and frustrate all the right people, as they inevitably find themselves compensating for the inadequacies of the wrong people. The "wrong people" will drive away the best people. Strong performers are intrinsically motivated by performance, and you must elevate the strong performers as well as those who will follow the strong performers ......start with the right people, ask them the right questions, and engage them in vigorous debate; this is the way to make a company great versus just "good") - Jim Collins, Good To Great


2. Failing At Post-Sale Integration & Transition Direction: 


We cannot begin the discussion of "Where We Are Going" unless and until you have the right people; asking them the right questions, and engaging them in vigorous debate".


A story regarding Justice Oliver Wendell Holmes is often told about Justice Holmes train travel as he headed to a speaking engagement. The conductor signaled to Holms for his ticket but Holmes could not find his ticket. He and the conductor searched all over. No ticket. The conductor had actually recognized Justice Holmes and said, “Mr. Justice Holmes, don’t worry about your ticket. Just hand it in when you get off the train.”


 Holmes glared and replied, “The problem, young man, is not ‘where is my ticket?’ the problem is – where am I going?” You see we all think we have our "ticket punched" when we complete the sale, and we are either tucking some money away or we have acquired a new enterprise...when the truth has nothing to do with our "acquisition ticket"...it has everything to do with where we are going and how our people and company culture will help us get there; and those who acquire without knowing where they are going and who will strategically lead the team and brand the corporate culture...many, like FedEx, Southwest Airlines, Google, etc. got this right. Sadly, many of those I have observed and/or have worked for (or with) fail rather epically in this regard, but note that these companies that fail to assess these key issues can, and do, still exist...for decades...kind of like a loveless marriage; everyone knows it, but they stick around because it is all they have. Rather pathetic really.


Post-Acquisition/Merger culture is first addressed by establishing the answer to the questions of “Where are we going?”, "What Will We Look Like?", "How Will Our Customers/Clientele Respond?", and "How Will Our Market Share Be Impacted?". And those questions are addressed with the right people, asking the right questions in spirited and engaged discussion and debate (Note: While these questions are most certainly cultural questions, economic performance is at the root of them). The failure to establish, early on, a leadership/integration team of the "right people" (i.e. the wrong people have been given the opportunity to be employed elsewhere) who establish a shared approach to decision-making that is effective, swift and decisive will, in the end, fail to answer the above crucial, game-changing questions.  My experiences is that the failure to address these crucial, game changing questions results in dysfunctional and disjointed leadership who frustrate high-performing leaders; and those high-performing leaders will either move on or be laid off as a result of their frustration at the failed leadership. 


Candidly, we hope that pre-merger/acquisition due diligence may have begun these above discussions, and while pre-merger/acquisition due diligence can ferret out things that are measurable, the heat of financial deal-making usually precludes an extended effort to assess what we may call soft variables such as "right people" and "Where are We Going"; however, make no mistake, proper assessment of the "right people" and "the right culture" will seldom stop a proposed transaction, the transaction can be harpooned by these "soft variables". 


Accordingly, it becomes the responsibility of leadership to equal or exceed the "greatness" of the financial transaction by assessing and addressing the very tangible goals of having the right people leading the discussion of where we are going so we do not fail post-transaction. One of the inherent characteristics of post-merger integration is time pressure that keeps us from understanding where we should be going as a company. The work-a-day process creates an environment that does not afford the time for a detailed cultural diagnosis. A more focused approach, based on identifying the high-risk points (lack of the "right people" addressing "where we are going" as we move forward) is crucial and can help reduce the ways in which we fail at post-transaction transition and integration.


To drive this point home I will give you a salient example. In one particular transaction, the pre-transaction due diligence was lackluster in evaluating many, many things, including the above-mentioned items. Post-transaction, there was no tough and focused assessment of the leadership who could move the company forward, and legacy employees (i.e. the "wrong people") were retained, enabled, tolerated by company ownership as well as those in the highest of leadership positions; these failures led to a palpable feeling of frustration by gifted and knowledgeable leaders. Consequently, these gifted leaders moved on or became victims of the failed leadership. This action has led to a complete failure of integration; a rebranding effort that, in comparison to the cost of the rebranding effort, is without substance or value; a company culture that is bankrupt of value amongst those who carry out the daily operations; and, consequently, the lack of leadership is expressed the assets and operations of the company. While the company may grow in financial numbers, it is like a 30 year old professional with a terminal heart condition...catastrophic failure is coming.


How We Succeed: 


Directional decision-making ("Where We Are Going") in post-sale integration and transition is often challenged by deeply ingrained styles in a company’s culture. However, few things have a greater impact on integration results than the inability of Leadership to gather quality people and make speedy post-sale integration decisions. Like an indecisive commander of the tall sailing ships of yesteryear in a storm, a shipwreck is just a matter of time. Customer and top-performing employee loyalty will erode if a company is perceived as unable to reach decisions. Company leaders must select the "right people" to lead the integration and they must address barriers to decision-making by:


Identifying top performing decision-makers for each area of the integration.

Understanding the decision-making style of each company being integrated that hinder the direction of the integration, both in terms of what the style is and the assumptions, processes and structures that hinder proper decision-making and, then, directly address why certain decision-making must be eliminated and why certain decision making processes must be followed.

Communicate expectations to decision-makers regarding strict adherence to decision-making that promotes the new organizational model, including the deadlines when decisions are required. The demand for speed can be used to force changes in how decisions are made.

Put people with knowledge of, and experience in, culture change on the teams that define the important interfaces in the new organizational model.

Ultimately we need people who can articulately communicate a direction/goal of "oneness" toward the new organizational model.


One way of communicating this sense of purpose is to create the idea of "shareholder value" beyond its normal usage. As James Quigley, Senior Partner, Deloitte LLP, put it in his work “As One—Individual Action, Collective Power,” shareholder value is a wonderful way to try to galvanize an organization and then try to drive strategy execution and implementation in pursuit of the ambition of expanding the shareholder value for the owners. However, it’s flawed to think that shareholder value is the only a concept that the finance team can understand. Shareholder value is actually how the market is valuing the enterprise. And so looking in a granular way at how you can enhance the value of the enterprise and then what tactics and strategies you would use to drive that is the most effective way to move forward on that shared goal.


In short, leadership is the ability to create organizational behavior, not simply a series of tactics driven by a charismatic individual. Shareholder value can become a consistent rallying point and a vehicle to drive the behavior as a product in part of a clearly understood unifying message. Having shareholder value as a unifying theme for a series of goals that the enterprise can commit to can be both powerful and empowering."


3.  Failures In Communicating Direction Set By Leadership. 


"What We Have Here Is A Failure To Communicate!" ( originally from the 1967 film "Cool Hand Luke", spoken by a prison warden to Luke [Robert Redford]). Just like in the film "Cool Hand Luke" where the consequences of failure in prison discipline were quite severe, the failure to communicate decisions by the "right people" who are providing direction for the company in post-sale integration and transition will often have severe consequences....and I believe settling for just a "good" company when it can be "great" is severe... 


 While this type of communication seems, at first blush, to be an absolute "no-brainer", it actually emanates from a failure by leaders who also fail at points "1" and "2" above. There is often an abject failure of effective communication throughout company leadership , and, consequently , throughout front line management and operational personnel. In the same way that these type of leaders cannot, or do not, assess and address the need for the "right people" who can help with the post-transaction direction of the company, they sense little, if any, obligation to create effective streams of communication within the company; they assume it will happen....and we all know (or should know) what happens when we assume...severe consequences are waiting for those who do not create and effective means of communicating effectively in post-sale integration and transition.....I guarantee it.


How We Succeed:


Our target in post-sale integration and transition is to create a sense of oneness of purpose, brand, and value. We do this, in part, by effective, targeted, even surgical communications.


Communication in post-sale integration and transition must be modeled by Executive Leadership AND fostered/encouraged by Executive Leadership from the "front lines" upward. Leadership communicates (casts) vision to primary implementers and executors (National and Regional Leadership) in weekly gatherings that fit company culture. This vision-casting is acquired by leadership from various sources such as market opportunities and pressures, operations, finance, industry indicators, etc., and this vision can only be acquired by a proactive leadership team that is constantly palpating each relevant source in order to keep the newly integrated company edgy and nimble. Primary implementers and executors then communicate to their front line managers who manage the primary operations. This is an effective way to produce a consistent post-sale integration line of communication that will foster the company moving forward in unity. 


Similar to a great marriage, communication is the key; it is simple but so often overlooked, presumed upon, and/or ignored.....and to do so imperils your efforts at creating a great company.


In summary, we simply must assess WHO (the "right people") we are going forward because it is the "right people" that we will vigorously engage with to decide/assess WHERE we are going. Once we have the "right people" going forward we can decide where we are going, and we can COMMUNICATE our direction, hopes, and dreams for greatness to those who will follow....and those who follow will most often catch the vision and begin recruiting the "right people" who will participate with them in the constant assessment of achieving the goals before them and effectively communicating how that is done....and repeat...


Take all you want, eat all you take...throw the rest away.


JD Wagner


There Is Nothing Stronger Than The Power of Team in Your Company

Published on May 16, 2015

Jeffrey Wagner


General Counsel/Chief Legal Officer/Strategic Executive Mngmt Team/USAF Veteran


Watch how the NCAA playoffs demonstrate the power of team. I am watching Womens Fastpitch Playoffs as we speak. As a former college athlete and ongoing student of the importance of the concept of Team in Leadership, what we see with these young athletes translates to how we must lead; each person in their position contributing; celebrating a teammates success, and encouraging teammates "flush it and reload" when they fail. All pursuing the goal of success. Love it! 


JD Wagner 


Legal/Compliance Demonstrates Care For People, Customers & Public

Published on Published onMarch 24, 2015

Jeffrey Wagner


“We often stress to how Safety/Security Compliance Audits allow us to retain earnings (see my last post). However, it is first and foremost about preserving the greatest of our assets….Our People and Our Customers. In the United States more than 5,000 workplace fatalities and 1,500,000 lost time injuries occur each year. What’s more, according to the United Nations’ International Labor Organization, over two million lives are lost each year to job-related accidents and illnesses, plus more than 268 million lost time accidents occur globally. Consequential damage to company and customer property related to these losses is staggering” (www.safety247.org)- JD Wagner, SVP-General Counsel


Audits & ROI: Reduced Injury, Damage, & Agency Fines Preserves ROI

Published on March 21, 2015

Jeffrey Wagner


“Operational safety/security/regulatory compliance audits are, sadly, viewed as intrusive, abusive events which interfere with operations; this view ‘harpoons’ precious earnings and ROI. In this classic tension between operations (get it done) vs. the safety/security/regulatory compliance team (get it done safely/securely/properly), we must understand compliance audits preserve EBITDA and ROI.” JD Wagner-SVP General Counsel (https://www.osha.gov/dcsp/products/topics/businesscase/benefits.html)


Why You Should Hire a Vet (adapted from Bill Marriott's post)

Published on May 22, 2015

Jeffrey Wagner


My Father was 18 in 1941, and he served in WWII. My six years in the USAF was my "Bachelors Degree in Life". My son just began his first tour as a US Marine. A close friend of mine is a US Navy Seal, and we "have each others backs"...whenever and wherever. Many other friends have served, and some have given the ultimate sacrifice. We are often characterized by loyalty, commitment, and unafraid of the "tough stuff". 


Saturday, November 11, 2017 marks an important day in our nation’s history . It’s Veterans Day (Friday is the Federal holiday). While many of us will be grilling up some burgers in the cool fall weather with our family and friends, this day honors the men and women who gave the ultimate sacrifice for their country— laying down their lives while serving in the U.S. Armed Forces. We honor our veterans by hiring them. Below is Bill Marriott's commitment to hiring veterans...Yeah, that Bill Marriott.


I know I’m not the only veteran who believes the military helped him prepare for a career.

I had the privilege and honor to serve in the Navy shortly after graduating from the University of Utah in 1954. When I was commissioned, I opted for the Supply Corps. My father was rapidly expanding our Hot Shoppes restaurant chain and was about to branch into the hotel business. I learned a lot in my two years of active duty that I've applied throughout my career. First was how important it is to have respect for the people who work under you. Second, I learned the value of asking good questions. The officers and petty officers whom I admired the most were never afraid to ask "how are you doing?" and "what can I do to help?"


I know I’m not the only veteran who believes the military helped him prepare for a career. Our recently retired vice president of learning at Marriott, Steve Bauman, is a veteran who was never afraid to roll up his sleeves and do whatever it takes to get the job done. “Very little was different for me in my leadership role in the military and the one with Marriott," he told me. "In both cases my goal was to inspire a workforce in a common direction.” 


Brian Schmidt, another veteran, is security supervisor at one of the largest hotels in our company, the Orlando World Center Marriott. He believes, “learning how to work with different people and different cultures gave me the opportunity to be open-minded. That works whether overseas on a tour of duty or being part of this hotel team.”


The military also instills values like loyalty, respect, integrity, and honor. For my own company, these values made their transition seamless. We value the same things in our associates.


Veterans gain strong leadership skills through their training and service. I’m proud that our company hires veterans. But more, I’m lucky we hire veterans.


 Join me at Overheard@Marriott


"When the Game Stands Tall"

Published on July 3, 2015

Jeffrey Wagner


In my work as General Counsel and Consulting, I am constantly looking for new mediums to move company talent away from "independent contractor mode" and into "team mode". In the movie "When The Game Stands Tall" I feel the presence of "The Coach" (John Wooden, UCLA) when I hear in the movie things like, "It ain't about the records....it ain't about the touch downs...it ain't about the 'Streak' (see the movie, I wont give it away). Coach Wooden would tell Bill Walton, Kareem Abdul Jabbar (Lew Alcindor), Henry Bibby, Curtis Rowe, etc. that "the greatest ingredient of stardom is the rest of the team" or "forget about the scoreboard, it will take care of itself if you take care of the game/team". At the company level this translates to pursing a culture of excellence and perfection of effort, rather than what one or two people accomplish on the backs of others. Set your team down and watch the movie...it could be a game changer. 


JD Wagner.

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