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Acquisition of Mexican SME's, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México

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In this paper, the case of glass and plastic Mexico, Guadalajara’s company that was recently acquired by the French corporate Essilor through Essilor Mexico will be addressed. Essilor’s strategy of further expanding economies of scope, with glass and
  Open Access Vargas Hernández and Mayra Lizett, J Glob Econ 2015, 3:3 3 • Issue 2 • 1000148J Glob EconISSN: 2375-4389 Economics, an open access journal   Research ArticleOpen Access Journal of Global Economics *Corresponding author:  Vargas Hernández JG, University Center for Economic and Administrative Sciences, University of Guadalajara, México, Tel:+5233-3770-3340; E-mail: Received  June 08, 2015; Accepted  July 16, 2015; Published  July 20, 2015 Citation:  Vargas Hernández JG, Mayra Lizett PS (2015) Acquisition of Mexican SME’s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México. J Glob Econ 3: 148. doi:10.4172/2375-4389.1000148 Copyright: © 2015 Vargas Hernández JG, et al. This is an open-access article distributed under the terms of the Creative Commons Attribution License, which permits unrestricted use, distribution, and reproduction in any medium, provided the srcinal author and source are credited. Acquisition of Mexican SME ’ s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic M é xico Vargas Hernández JG*and Mayra Lizett PS University Center for Economic and Administrative Sciences, University of Guadalajara, México Keywords :  Acquisition; Culture; Strategy; Organizational structure Introduction SMEs are the main driver o the economy in Mexico. Up to 90% o companies are classified as small and medium enterprises (SMEs) and equivalent to more than 3.6 million companies according to the National Institute o Statistics and Economics [1]. Te dynamics o markets and the constant changes in technology demand organizations willing to change and continuous improvement o their processes. Tus, beore the globalized world in which we live, where the rivalry between companies is largely influenced by large corporations that are shaped by a large number o renowned companies, bordering local businesses, mostly SMEs, to exit the market.Tere are cases where, SMEs attract the attention o major global corporations, or various reasons, such as the type o product and/or service, market positioning and/or market niches to which they are addressed, processes o logistics operations, among others; or just the corporate notes some potential in the company. Tereore the corporate offers the opportunity or the company to be part o this, with high expectations o growth and development. It arises, thereore, several questions: a) Te existence o an overvaluation o the target company, in this case Mexico Glass and Plastic as it does not have ull control o the proper operation o its business. Te lack o systems and processes necessary or the perormance o the company how it was conducted the assessment and how profitable it is or corporate to acquire an overrated SME, and  b) Te involvement generated by the merger/acquisition to organizational structure, rom the owners o the firm, organizational culture and processes both administrative and operational o the company. Background Glass and Plastic o Mexico emerges in 1991 as optical lab, the company disclaims o being owned by his ather Optical Glass in the downtown area o the city o Guadalajara. It employs approximately 120 employees in administrative, logistics and production areas. o define the size o the company’s study, below in able 1 is shown the stratification o enterprises according to the Federal Official Gazette [2].In the last decade SMEs have had a substantial increase compared with previous censuses that have been conducted by the National Institute o Statistics and Geography a base on stratification by occupation o the company. In SMEs that are made up o 3-5 people it has had a growth o 993% and it is interesting to note that SMEs more than 1,001 people have had a growth o 53.9%, which directly affects the national economic growth. In general, the growth rate based on the stratification o occupation has had a growth o 39% (able 2). Based on data o the above two tables and the ollowing Figure 1, glass and Plastic Mexico is managed as a medium sized company by the number o employees as well as acting as a laboratory strategy or growth in the market has been through strategic alliances with companies like Wal-Mart de Mexico, Coopel and small eye clinics. Te way Glass and Plastic Mexico was creating its organizational structure was completely inormal, because the owners o the small organization initially hired operators and typists unprepared to perorm simple activities, given the growth o the same organization encouraged the staff proessional growth and internal development, that is, that despite the lack o proessional training, workers could grow and become part o the administrative area.Such partnerships caught the attention o corporate Essilor that Abstract In this paper, the case of glass and plastic Mexico, Guadalajara’s company that was recently acquired by the French corporate Essilor through Essilor Mexico will be addressed. Essilor’s strategy of further expanding economies of scope, with glass and plastic as optical laboratory, corporate through its new acquisition achieved distribute products from other brands to market where so far could not reach. For the company Glass and plastic Mexico, the practice represents an opportunity for growth and stability; however, the acquisition led to major changes in the organizational structure, as the implementation of controls and processes in the small business, glass and plastic Mexico had not. SizeSectorNumber of workers rangeAmount of annual sales range (mdp) MicroAllUp to 10Up to 54SmallCommerceFrom 11 to 30From $4.01 to $100SmallIndustry and servicesFrom 11 to 50From $4.01 to $100MediumCommerceFrom 31 to 100From $100.01 to $250MediumServicesFrom 51 to 100From 100.01 to $ 250MediumIndustryFrom 51 to 250From $100.01 to $250Source: Journal of Federation [2] Table 1: Stratication of micro, small and medium enterprises .  Citation:  Vargas Hernández JG, Mayra Lizett PS (2015) Acquisition of Mexican SME’s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México. J Glob Econ 3: 148. doi:10.4172/2375-4389.1000148 Page 2 of 6 Volume 3 • Issue 2 • 1000148J Glob EconISSN: 2375-4389 Economics, an open access journal through its subsidiary, Essilor o Mexico (located in the Federal District), presents the opportunity to be part o corporate generating high expectations or the local company. Acquisition is one o the best known practices that perorm large corporations to grow and market positioning. One strategy that has implemented the renowned ophthalmic optical company Essilor has been strengthening its brand portolio and market penetration worldwide, this strategy has taken place through acquisitions in key markets as well as providing penetration in niche markets, a consolidated logistics system, through which distributes the many brands that make up its portolio. Te company has been expanding its business through strategic acquisitions in recent years. Only in 2013-2014 made acquisitions in the United States, Canada, Mexico, and Brazil. With such acquisitions the company’s presence through various categories is strengthened and, in turn, improve its first line and profit growth. Te company generated more than 75% o its income due to acquisitions made in North America and Europe in fiscal [3].At the moment Glass and Plastic Mexico and Essilor Mexico agreed the acquisition as a act. Te Mexican SMEs ound it necessary to conduct a series o changes in both operational and administrative processes. Tis involved the delimitation interdepartmental in the company, the proposal to acquire an inormation system such as SAP or Oracle to allow it to migrate to a better organizational structure, as well as hiring a group o people with some proessional training to carry out the process o the acquisition, and the implementation o processes, internal controls. Hypothesis Te organizational structure and culture o Mexican SMEs acquired by corporate tends to be negative due to the lack o administrative and operational processes, so that the benefits gained rom the acquisition are heavily influenced by the organizational structure o SMEs acquired and little cultural and structural ownership o it. Census Stratifcation Total occupied personnelPercentage growth 1998200320081996-20032003-20081998-2008 Total national 13 050 00914 411 75318 135 03619.425.0839.0 0 to 23 254 8612 959 2863 514 416 9.118.6 8.2 to 51 602 8962 032 3103 193 78126.857.299.36 to 10914 5341 070 1351 577 09317.047.472.411 to 15497 575543 393736 2639.235.548.016 to 20344.617 379 263492 32110.129.842.921 to 501 050 3191 196 0051 435 089 9.720.031.651 to 100819 118923 4951 082 89312.717.332.2100 to 2501 2381061 403 3861 590 82513.313.428.5251 to 500973 0081 190 8341 203 86822.4 1.123.7501to1,000903 257975 7661 137 035 8.016.525.91,001 to more1411 71817381802 172 43223.125.053.9Source: INEGI [1]. Table 2: Evolution of occupation in micro, small and medium enterprises. Manufacture industries, commerce and services. Evolution of total occupied personnel by strata, 1998, 2003 and 2008. Source:  INEGI [1] Figure 1:  Percentage of employment trends in Micro, Small and Medium Enterprises.  Citation:  Vargas Hernández JG, Mayra Lizett PS (2015) Acquisition of Mexican SME’s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México. J Glob Econ 3: 148. doi:10.4172/2375-4389.1000148 Page 3 of 6 Volume 3 • Issue 2 • 1000148J Glob EconISSN: 2375-4389 Economics, an open access journal Objective With the present work is pretended to investigate the impact suffered by Mexican SMEs in their organizational structure and culture that are acquired by transnational corporations, as well as to address the act that the lack o internal processes in the target companies, the Mexican SMEs, their acquisition is carried out in an inefficient manner. Tereby, the acquisition process is generating uncertainty in the different levels o SMEs as well as corporation that acquires as there is a degree o risk on the possible overvaluation o the Mexican company. Main Teoretical Framework  For purposes o this work, it is important to define the difference between acquisition and merger. Te acquisition implies that a given organization acquires either on a hostile or on a riendly manner, unlike mergers involving mutual cooperation or joining assets, resources and capacities o the organizations involved, thus generating a new company [4]. In the competitive and uncertain environment it is difficult that the company owns all the resources and capabilities needed to develop a sustainable competitive advantage, due to the applications and implementation o mergers and acquisitions, it is possible to integrate resources and capabilities to achieve objectives [5].Te business acquisition is one o the most requent ways today to have a certain organizational dimension and create a competitive strategy [6] defines the competitive strategies, including actions taken by the company. Tese actions can be offensive or deensive, to create an attractive position in a market, which is aimed at obtaining a better result or improved perormance, which supports the act o generally, this type o business operations are caused by the identification o a threat or an opportunity in the market [7] . Mexican SMEs to be acquired by the corporations, they represent a point o opportunity to be more competitive in the market given the support that the transnational corporation represents.Tus, the company to meet the needs that arose with the opening o the negotiation o the acquisition, SMEs as Glass and Plastic Mexico promote changes in the structure with the support o proessionals in each area who are hired or specific tasks o process and corporate structuring. However, the rapid growth hinders the integration o new employees, in terms o the values and methods o management o the company, better known as the Effect Penrose [8,9].Organizational changes bring impacts on the culture o the firm, because as mentioned above, the way in which the company employed their workers, thereore an organizational culture is generated by the simple social interaction, which directly affects the SME structure, since there is a direct relationship between culture and structure within an organization.A preventive measure to mitigate the negative impact o culture within the organization in making any decision affecting the company or part o it is communication. Communication to employees regarding any change in the organization is considered a critical element [10]. Every organization considers as part o its strategy communication  variable so in the case o the acquisition o SMEs while carrying out that this transition is important that employers evaluate that the inormation will not be too soon to notiy corporate employees both acquiring as well as the target company.Organizational culture affects the design o the implementation o an organizational structure with its assumptions, values, norms, attitudes; culture creates the context and ramework used by those designing the structure o the company [11]. By so, any impact the firm has on organizational culture can be seen affected certain government controls and decision making.An important actor or making new decisions is the organizational structure so that flexibility plays a key role. According to the literature o organizational design there are two internal actors that define the internal structure o the firm. Tese are differentiation and coordination [12]. By differentiation is meant the organizational system within subsystems, on the other hand, when talking about coordination, it reers to the unification o effort through various subsystems or the coupling o the tasks o the organization.In the case o SMEs, it is understood that depending on the number o people that conorm it as stratified the organizational structure. It is observed that in the vast majority o small and medium enterprises in Mexico, there is a lack o structure or various reasons, among which are mentioned, the number o employees as a micro company normally does not have a structure. In the SMEs with a number o employees and considerable size, where the establishment o structures and processes would be crucial linchpin or the company, however, highlights the little inormation available about the many advantages o such implementations that would bring to the perormance o the same [10]. In the present study, the company Glass and Plastic Mexico, prior to being acquired had an organizational structure, in which the activities were not ully defined. With the participation o Essilor o Mexico within the structure, when the acquisition is agreed the approach to making company’s changes were substantial. Te owners along with the corporate´s agents saw an opportunity to make various modifications to the structure o the SMEs and the implementation o administrative and operational processes, or it is hired by an agency in charge o defining the areas, profiles, business philosophy that orms the structure o the company.Based on agency theory, where the company is considered a legal fiction that serves as a connection to a set o contracts between traders, the economic and law interactions are observed [13]. It sheds light on aspects that occur in the vicinity o the aorementioned interaction, but that rom the acquisition approach is observed that enter into conflict the tangible and intangible resources o both companies.Tis theory provides the basis to examine how the delegation o authority is given, as in SMEs beore carrying out acquisition managers had total ownership over the process o decision making but at the time when the corporate that acquires medium-sized companies thereore hierarchy and decision making is greatly affected. Agents can eel a decline in the decision-making power they possessed, in key unctions perormed and people who were in charge prior to the acquisition. Tis may affect perormance to be taken afer the acquisition.However, based on the perspective o agency theory where the objectives that the owner have reerred, sometimes do not coincide with the goals o the agent. In this case involves the use o delegated authority to the agent will not be in avor o the interests o principal [14]. Tis applies to acquisitions o companies where the agent may or may not agree with this decision. But the importance o communication and objectivity prevail in the organizational structure as a consensus is reached. In acquisitions and in the mergers o firms take place interaction and combination o resources and capabilities. Objectively, these strategic practices are done with the primary objective o obtaining resources rom the companies involved [9]. Cross-border acquisitions are those  Citation:  Vargas Hernández JG, Mayra Lizett PS (2015) Acquisition of Mexican SME’s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México. J Glob Econ 3: 148. doi:10.4172/2375-4389.1000148 Page 4 of 6 Volume 3 • Issue 2 • 1000148J Glob EconISSN: 2375-4389 Economics, an open access journal who have had more growth worldwide in the last decade. Innovation and technology are seeking more resources on transnational corporate business objectives. Within the scope o resources and capabilities,  various studies have yielded that there is a high correlation between research and development companies that merge or are acquired, plus something that affects the success or ailure in acquisition and merger activities is the relationship between the two companies [15].In the specific case o Mexican SMEs the question o resources and capabilities can be seriously affected as may be the case that the SME has a certain advantage in resources, but in view o its limited experience o interaction in the market, latent threat to disappear by the opening o the market with the entry o transnational corporations there can cause low valuation o the resources o SMEs, making large corporate firms to take advantage o this threat. However, Glass and Plastic Mexico, on the approach o company resources and capabilities while having the ocus distribution and location in the Mexican market, low labor costs then propitiated the ability to keep prices low o their products. But human capital resources o the proessional area did not possess, since the decision ocused only in three directors; Director General, Production Manager, Director o Commerce.During the acquisition process, it was stressed the need or hiring proessional trained staff to carry out the implementation o controls and processes in the management, operational and administrative areas. Since the processes give the parameter or the proper perormance o the firm as well as the basis or the generation o strategies, identiying strengths and areas o opportunity to find competitive advantages. o optimize benefits, an organization must take into account the synergies between people, processes and technology [16].SMEs must become aware that these changes are necessary or growth and continued market investment. Consistency and evaluation o the changes are vital. Tere must be a record o the proceedings and  valuation carried out. In acquiring small businesses it is important to always remember at all times that what it is bought are a sustainable business and running and not a person. o do so requires the ownership experience not only as buyer-seller relationship but as an expert consultant on the target SMEs to acquire [17]. Given the nature o the merger and/or acquisition o a company, it can be seen concretely in the contractual terms that confirm the relationship and thereore the trade name o the company. So transaction costs incurred where both companies are involved in a merger and /or acquisition, both the target and the company that acquired company are significantly reduced by the existence o the contract. Method Te methodology o this research is made with an empirical approach with a qualitative analysis, since it builds on various literature sources o different theories as institutional theory, resources and capabilities based theory, agency theory, and also a research based on competitiveness and generation o strategies, transaction costs, culture and organizational structure. Te research turned to databases within the period o 2010-2015, as well as statistics bases o Mexico, gathering and analyzing inormation that brought greater awareness and support or issues raised. For the study, the ollowing variables were established: Independent variables: Culture, acquisition and strategy, business over  valuation and organizational structure.Dependent variable: Mexican SME acquired. Conclusion Tis research has allowed us to develop a more comprehensive and clear appreciation o the role played by the organizational structure, processes and organizational culture, rom which is even considered as a prop to generate competitive advantages in the market. Nationally the market o mergers and acquisitions in Mexico continues with a dynamic step with an annual increase rom 2013 to 2014, 4%, according to a study threw ransactional rack Record (R) [18]. While it is not possible to determine all the actors that cause the success and ailure o mergers and acquisitions because each case is unique, depending on the approach to make it look. Te success o a merger or acquisition is closely linked to the correct structuring o opportunity, taking into account many actors, such as the resources o both companies, laws and reorms in the countries o the firms involved, the type o product, market maturity, among other things [19] (Figure 2).In research took an approach into Mexican SMEs and as having been absorbed by a transnational corporate, whether or not affect much or little organizational and cultural structure. Ofen it requires some advice rom proessionals who have the agility o negotiation. In the medium term, the success or ailure o the acquisition will depend on how companies are integrated, as well as the size and global reach o the company [20]. On the other hand, the ailure o an acquisition may have given just beore acquiring it, since it may not have been easible but the arrogance o the officers or agents or owners o the company adopted the idea o sustainability that can leave to be objective.O organizational culture is deeply rooted generates adversities during the consolidation o the acquisition and may be hindered by such internal actors o companies [21]. Tere is a degree o uncertainty or people who work in the SMEs that is acquired, the ear o losing the job once consolidated by the merger or limit the job growth since they may eel threatened by inflows o people rom outside the organization. So a good practice to reduce transaction costs in the sense o organizational culture is communication between owner-agents-employees, since that gives some stability to remain within the SMEs. Contracts are another means by which the uncertainty within the small and medium enterprises is reduced. Tis is because although the micro and small businesses ofen lack contractual structure or have certain limitations in this aspect o labor relations.Te impact on the organizational structure o SMEs when they are acquired is substantial. As to a weak structure that is the purpose o the acquisition company that acquires, the corporate firm influence ully in the company. However, this influence can be affected agents beore the acquisition had some power in the SMEs and the new organizational Source:  The Economist (2014). Figure 2: Transactions Acquisitions in Mexico (2012-2014).  Citation:  Vargas Hernández JG, Mayra Lizett PS (2015) Acquisition of Mexican SME’s, its Impact on Organizational Culture and Structure: The Case of Glass and Plastic México. J Glob Econ 3: 148. doi:10.4172/2375-4389.1000148 Page 5 of 6 Volume 3 • Issue 2 • 1000148J Glob EconISSN: 2375-4389 Economics, an open access journal In people who make up the acquired organization increases the uncertainty due to suspicions with new companions that are incorporated by acquisition. By ear o dismissal once consolidate the same, changes in relationships with superiors, modiying labor conditions beore and afer implementation o the acquisition, change o schedules that have an impact on the personal lives o people. Commonly, companies undertaken advice or the acquisition through external agents in disciplines such as finance, accounting, legal management, and marketing. However, they do not consider the intervention o a mediator in the process o acquiring the SMEs in order to seek advice regarding prevention, collision and conflict resolution, mediators, which could be responsible or assuming this part o the construction o a new organization. Such mediation leads to better link in each o the stakeholders, such as employees with new bosses, owner o the SMEs that once gained its organization will be a partner and its relationship with agents o corporate governance in the acquiring company, new colleagues with similar tasks, managers, project leaders or certain areas beore the acquisition did not even exist.Impartial third party intervention avoids negative effects as unresolved disputes, grievances, disciplinary actions, repeated complaints, and aggressive skills, thereby acilitating the accommodation to changes and developing a better organizational climate [22]. References 1. INEGI (2011) Micro, small and large enterprises : stratication of establishments. 2. DOF (2009) Agreement stratication of micro, small and medium enterprises is established. Ofcial Journal of the Federation. 3. Essilor (2013) Essilor International SA SWOT Analysis.4. González A, Paula, Neira O, Carmen (2014) Determinants of brand choice strategies after a merger/acquisition. Universia Business Review 43: 84-103.5. Dutta S (2011) Differentiating characteristics of acquiring rms. IUP Journal of Business Strategy 8: 51-70.6. Porter M (2000) La Estrategia Competitiva en las Industrias Fragmentadas. In: Estrategia Competitiva. 7. Ortiz M, Montoro M, Guerras L (2009) Fusiones/Adquisiciones y acuerdos de cooperación en la Unión Europea durante el periodo 2000-2007. Universia Business Review 22: 118-133.8. Penrose E (1959) The theory of the growth of the rm. Basil Blackwell, Oxford. 9. Phan HV (2014) Inside Debt and Mergers and Acquisitions. Journal of Financial and Quantitative Analysis 49: 1365-1401. 10. Komornicka M (2015) Benets in time of Mergers and Acquisitions Part II. Benets Magazine 52: 33- 37. 11. Janićijević N (2013) The mutual impact of organizational culture and structure.  Economic Annals 58: 35-60.12. Lawrence P, Lorsch J (1967) Organization and enviroment: Managing differentiation and integration. Harvard University Press. Cambridge. 13. Jensen MY, Meckling W (1976) Theory of the rm, managerial behaviour,  agency cost and ownership structure. Journal of Financial Economics 3: 305-360.14.  Álvarez-Pérez MB, Arbesú-López P, Fé Cantó C (2000) Las cooperativas en el marco de la teoría de la agencia. CIRIEC- España. Revista de Economía Pública 34: 169-188.15. Jin YS, PhilSoo K (2013) The Effect Of Innovation Capabilities And Experience On Cross-Border Acquisition Performance. GJBR 7: 59-74.16. Sears HD (2010) People, Process and technology: Optimizing it benets.  HandHn: Hospitals and Health Networks 84: 68.17. Randall R (2011) Acquisitions ashbacks: Lessons from not-so-great  experiences. Central Penn Business Journal. structure implemented there is a possibility that the agents disagree with the acquisition and/or changes in the structure to which they belong. Te support rom the agents is vital because they are the ones who know the operation and key posts in the success or ailure o the acquisition that are defined and thus the existence o Mexican SMEs.Possible changes and influences that may be experienced in the acquisition o a small and medium enterprise by the international corporate firm are filed as ollowing:A. Uncertainty B. High levels o stressC. Climate tensionD. Problems o leadership styleE. Anxiety F. Duplicate chargesG. Lack o communicationH. Absenteeism, among othersTe acquisition o small and medium Mexican enterprises generates a series o organizational changes in the sense o letting a thing or situation to take another, that is, to continue the process o being acquired by corporate or just rule out consolidation. For lack o processes and structure in the Mexican SMEs sometimes not always the complexity that exists to target the consolidation o a merger or an acquisition o this magnitude is contemplated. Te acquisition o small and medium Mexican enterprises generated a series o organizational changes in the sense o letting a thing or situation to take another, that is, to continue the process o being acquired by a corporate firm or  just rule out consolidation. For lack o processes and structure in the Mexican SMEs sometimes not always is contemplated the complexity that exists to target the consolidation o a merger or an acquisition o this magnitude.In the case o modification o an organizational culture, it can lead to issues such as ear o loss o image as the SME 100%. Tis in the case o a micro, small or medium enterprise that has entrenched the idea o the srcin o company, territory, control or power inside and outside the organization, taking into consideration the effects that are within the scope o the agency theory as already mentioned may affect the ownership, control and decision making o the agents and owners o the organization. A substantial increase in work pressure, as the operational and administrative processes o the target company must adapt to the requirements o the acquiring company, in this case, what the corporate need to perorm the consolidation. Tis result in an increased stress or SMEs in general needed to meet the needs o the corporate firm to which will belong. Modiying privileges that agents based on their position they had may be affected by the acquisition decreasing certain privileges. Modiying privileges can also affect the owners o the SMEs, since prior to the acquisition possibly had certain benefits or simply lacked controls or accountability. However, with the consolidation o the acquisition, it is already part o a different structure, already having a corporate government that constantly evaluates the actions and decisions that make Mexican SMEs. In incensement or differences in responsibilities at all levels o Mexican SMEs, the reduction o duties on key positions in the organization acquired impacts on various aspects that ofen the arrogance o the agents becomes a threat to the consolidation o the same.
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