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• Case | HBS Case Collection | May 2017

  Battle for the Soul of Capitalism: Unilever and the Kraft Heinz Takeover Bid (A)

  William W. George and Amram Migdal

  This case describes Kraft Heinz Company’s (KHC) February 2017 unsolicited $143 billion takeover offer to acquire Unilever. The offer was made to Unilever CEO Paul Polman by KHC chairman Alexandre Behring, who was also co-founder and CEO of Brazilian-based 3G Capital (3G). Since being acquired by 3G in 2013, KHC profit margins had increased by more than half, to 28%, well above food industry averages, as its share price rose 24%. The case examines the divergent approaches to value creation embraced by 3G and Unilever, respectively. 3G had a well-earned reputation for immediate return to shareholders by cutting costs in its acquired companies, creating rapid increases in earnings and cash flow. Under the leadership of co-founder Jorge Paulo Lemann, 3G had teamed with Warren Buffet’s Berkshire Hathaway in recent years on the acquisitions of Burger King, which then bought Tim Horton’s in Canada, and H.J. Heinz, which subsequently acquired Kraft Foods. Under Polman’s leadership, Unilever focused on long-term shareholder value accretion with a multi-stakeholder approach that emphasized global growth in revenues and earnings through deep penetration in rapidly growing emerging markets and creation of competitive advantage through sustainability. In Polman’s eight years at the helm, Unilever had delivered a 190% return to its shareholders. The case presents Polman’s dilemma: a takeover of Unilever by KHC/3G could erode the company’s commitment to sustainability and a multi-stakeholder model, and the 18% premium of KHC/3G’s offer undervalued Unilever and its long-term value creation strategy. However, 3G’s emphasis on efficiency could enhance Unilever’s profitability, and Polman was obliged to give serious consideration to the KHC offer and whether it would drive near-term value creation for Unilever shareholders.

  Keywords: Acquisition; Value Creation; Decision Choices and Conditions;

  Citation:

  George, William W., and Amram Migdal. "Battle for the Soul of Capitalism: Unilever and the Kraft Heinz Takeover Bid (A)." Harvard Business School Case 317-127, May 2017.  View Details

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• Supplement | HBS Case Collection | May 2017

  Battle for the Soul of Capitalism: Unilever and the Kraft Heinz Takeover Bid (B)

  William W. George and Amram Migdal

  This (B) case describes the aftermath of Unilever’s February 2017 rejection of Kraft Heinz Company’s (KHC)/3G Capital’s (3G) unsolicited $143 billion takeover offer. In an effort to defend itself against future attempts by KHC/3G or other suitors, Unilever announced on April 4, 2017, a program of enhancing its long-term shareholder value with a series of aggressive restructuring moves. The program included targeted improvements to its operating margin, a significant stock repurchase, aggressive new savings targets, and other measures. The case allows for discussion of the takeover offer’s role in catalyzing Unilever’s announcement and the divergent approach to value creation embraced by Unilever and KHC/3G.

  Keywords: Value Creation; Restructuring; Performance Improvement;

  Citation:

  George, William W., and Amram Migdal. "Battle for the Soul of Capitalism: Unilever and the Kraft Heinz Takeover Bid (B)." Harvard Business School Supplement 317-128, May 2017.  View Details

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• Case | HBS Case Collection | January 2017 (Revised March 2017)

  Royal DSM: From Continuous Transformation to Organic Growth

  William W. George, Carin-Isabel Knoop and Amram Migdal

  Royal DSM CEO Feike Sijbesma was pondering the challenges of shifting DSM’s global organization from the constant transformations of the past 100 years to creating organic growth. When Sijbesma took the helm as CEO in 2007, he further pushed and completed the company’s final moves away from commodity chemicals and toward more sustainable businesses whereby DSM could create value with differentiated offerings. Sijbesma emphasized innovation and moving into “sunrise” businesses that would fuel future growth by playing a positive role in the broader society. Sijbesma asked himself, did DSM’s current portfolio in life sciences and materials sciences provide sufficient growth opportunities to sustain consistent and superior performance? Would DSM’s 21,000 employees worldwide embrace the DSM Strategy 2018: “Driving profitable growth through science-based sustainable solutions,” anchored via the Lead & Grow support and development program for key managers of the company? Should DSM continue making moves in mergers and acquisitions (M&A) to complement organic growth, or could its growth goals be achieved by focusing on organic growth for now, followed later by M&A activities again? What new markets should it look to in order to ensure sustainable growth? Sijbesma felt that after a decade of transformations (divestments and acquisitions), it would be healthy for the company to focus fully on organic growth for several years. During that period, the company had already indicated it would divest three of its major holdings in joint venture companies, which would generate the financial capacity for M&A activities again in later years. In the meantime, Sijbesma wanted the company to prove it could grow organically as well.

  Keywords: organic growth; Organizational change; M＆A; mergers and acquisitions; divestment; Business Ventures; Business Divisions; Business Growth and Maturation; Restructuring; Change; Change Management; Transformation; Transition; Engineering; Chemicals; Mining; Ethics; Values and Beliefs; Finance; Capital Markets; Financial Markets; Food; Globalization; Global Strategy; Globalized Firms and Management; Globalized Markets and Industries; Health; Nutrition; History; Leadership; Leadership Development; Leadership Style; Leading Change; Management; Business or Company Management; Growth and Development Strategy; Growth Management; Management Practices and Processes; Management Style; Organizations; Corporate Social Responsibility and Impact; Mission and Purpose; Organizational Change and Adaptation; Organizational Culture; Organizational Design; Ownership; Public Ownership; Performance; Strategy; Adaptation; Consolidation; Corporate Strategy; Value; Value Creation; Biotechnology Industry; Chemical Industry; Food and Beverage Industry; Mining Industry; Pharmaceutical Industry; Europe; Netherlands;

  Citation:

  George, William W., Carin-Isabel Knoop, and Amram Migdal. "Royal DSM: From Continuous Transformation to Organic Growth." Harvard Business School Case 317-063, January 2017. (Revised March 2017.)  View Details

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