artigo 01 - mergers and acquisitions in the private sector what are

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© Blackwell Publishing Ltd. , Garsington Road, Oxford OX DQ , UK and Main Street, Malden, MA , USA S P & A 0144–5596 V. 37, No. 7, DECEMBER 2003, . 742–755 Blackwell Publishing Ltd Oxford, UK SPOL Social Policy & Administration © Blackwell Publishing Ltd. December Original Article Mergers and Acquisitions in the Private Sector: What Are the Lessons for Health and Social Services? Janet Field and Edward Peck Abstract In seeking a more seamless provision of health and social care, the government is promoting the merger of the functions of primary and community health services and social services. In the private sector, mergers have been commonplace. The primary aim of this paper is to identify the key concepts and explanatory frameworks in the literature on mergers and acquisitions in the private sector that are relevant to the development of new organizational structures in health and social care. The evidence suggests that it is difficult to merge two organizations successfully. Reasons for this are explored and the implications for health and social care mergers drawn out. Keywords Primary health services; Community services; Mergers; Private sector Introduction For several decades, politicians concerned about the lack of coordination between NHS health care and local authority social care provision for clients receiving community care services have been issuing regular exhortations to encourage collaboration (e.g. DHSS ; DoH ) and attempting structural innovations to enhance partnership such as the joint planning arrangements introduced in the s. These exhortations and innovations have met with limited success; for instance, Hunter and Wistow (: ) conclude that “joint planning was marked by two features: the establishment of substantial amounts of formal planning machinery, and widespread agree- ment that such machinery had failed to deliver the goods”. This failure has been blamed on a range of factors: professional and cultural differences, disparate organizational structures, and divergent service objectives. None the less, the current government is showing considerable resolve in its determination to address this lack of coordination. Initially, Partnership in Address for correspondence: Dr Janet Field, Institute for Applied Health and Social Policy, King’s College London, Fifth Floor, Waterloo Bridge Wing, Franklin Wilkins Building, Stamford Street, London, SE NN. E-mail: [email protected]

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  • Blackwell Publishing Ltd.

    ,

    Garsington Road, Oxford OX

    DQ , UK and

    Main Street, Malden, MA

    , USA

    S

    P

    & A

    01445596V

    . 37, No. 7, D

    ECEMBER

    2003,

    . 742755

    Blackwell Publishing LtdOxford, UKSPOLSocial Policy & Administration

    Blackwell Publishing Ltd.

    December

    Original Article

    Mergers and Acquisitions in the Private Sector: What Are the Lessons for Health and Social Services?

    Janet Field and Edward Peck

    Abstract

    In seeking a more seamless provision of health and social care, the government is promoting themerger of the functions of primary and community health services and social services. In the privatesector, mergers have been commonplace. The primary aim of this paper is to identify the keyconcepts and explanatory frameworks in the literature on mergers and acquisitions in the privatesector that are relevant to the development of new organizational structures in health and socialcare. The evidence suggests that it is difficult to merge two organizations successfully. Reasons forthis are explored and the implications for health and social care mergers drawn out.

    Keywords

    Primary health services; Community services; Mergers; Private sector

    Introduction

    For several decades, politicians concerned about the lack of coordinationbetween NHS health care and local authority social care provision for clientsreceiving community care services have been issuing regular exhortationsto encourage collaboration (e.g. DHSS

    ; DoH

    ) and attemptingstructural innovations to enhance partnership such as the joint planningarrangements introduced in the

    s. These exhortations and innovationshave met with limited success; for instance, Hunter and Wistow (

    :

    )conclude that joint planning was marked by two features: the establishmentof substantial amounts of formal planning machinery, and widespread agree-ment that such machinery had failed to deliver the goods. This failure hasbeen blamed on a range of factors: professional and cultural differences,disparate organizational structures, and divergent service objectives.

    None the less, the current government is showing considerable resolve inits determination to address this lack of coordination. Initially,

    Partnership in

    Address for correspondence:

    Dr Janet Field, Institute for Applied Health and Social Policy, KingsCollege London, Fifth Floor, Waterloo Bridge Wing, Franklin Wilkins Building,

    Stamford Street, London,SE

    NN. E-mail: [email protected]

  • Blackwell Publishing Ltd.

    Action

    (DoH

    ) offered new flexibilities around commissioning and theprovision of health and social services, for example the power to pool funds.The necessary legislation was enacted in the Health Act

    , but the take-up of these flexibilities was slow. Undaunted, the strategy for advancingjoined-up service provision was further promoted by

    The NHS Plan

    (DoH

    ) in which the government introduced the concept of a care trust, anew NHS organizational structure that would be able to commission andprovide primary and community health care as well as social care. At first,the government proposed to give itself powers to impose care trust arrange-ments on localities perceived not to be pursuing partnership with sufficiententhusiasm, although this was removed from the NHS and Social Care Act(

    ) following pressure from local authority interests. The first care trustsappeared in the summer of

    .The creation of a care trust constitutes a merger of NHS health care and

    local authority social care functions into one statutory body based on theNHS trust model. This has led to suspicions that the NHS is acquiring socialcare. In the private business world, new organizational forms are constantlybeing created as a result of mergers, acquisitions and take-overs. This raisesthe question: what can public services learn from the business arena about neworganizations created by mergers that is relevant to the changes now takingplace in health and social care? Or more specifically, from an academicperspective, what are the key concepts and explanatory frameworks in theworld of mergers and acquisitions? Can these concepts and frameworks beapplied to the creation of new organizational structures in health and socialcare? What are the implications for how we assess the progress, the successor failure of these new organizations?

    The literature on mergers and acquisitions is vast. A simple electronicdatabase search of the Web of Science, Institute for Social Scientific Infor-mation Citation Database, using the term mergers yielded almost

    references for the period

    to

    . As a consequence, the review of theliterature undertaken for this paper has been essentially purposive in nature.Articles have been examined and included if they introduce a new conceptor explanatory framework or if they support, or challenge, an existing one.The intention is to identify ideas in one area of intellectual endeavour, i.e.the theoretical analysis of private-sector mergers and acquisitions, that canpotentially be applied fruitfully to the process of merging health and socialcare agencies.

    Mergers Dont Work

    One of the key messages in the literature on mergers is that they havehappened at an astonishing pace despite the fact that they do not appear to bebeneficial when judged on economic criteria (Carey

    et al

    .

    ; Kroll

    ;Brouthers

    et al

    .

    ; Coopers and Lybrand

    ). Neo-classical economictheory dictates that the primary purpose of a merger between two companiesis to deliver increased shareholder wealth. Successive surveys have demon-strated that, for the firms making acquisitions, the effect on shareholdervalue is neutral or negative. These effects are similar whether the appraisal

  • Blackwell Publishing Ltd.

    is made at the time of merger, one year later or five years later. It is frequentlythe shareholders in the company being acquired that experience an increasein shareholder value, albeit this is a temporary phenomenon that takes placeduring the bidding stage of the acquisition process. Perhaps a simplisticeconomic analysis of mergers does not reveal the subtle complexities ofbusiness strategy and long-term market position, as suggested by Brouthers

    et al

    . (

    ). Unfortunately, surveys of company executives with acquisitionexperience largely support the evidence delivered by the balance sheet; forinstance, Coopers and Lybrand (

    ) reported that

    per cent of acquisitionswere regarded as failures. Causes of failure were the attitudes and competenceof the target companys management, a lack of post-integration planning,and a lack of knowledge of the target industry. If it is so difficult to mergecompanies and make a profit, why do mergers continue to be so popular?

    What Propels Mergers?

    The rationalist view dictates that the merger of two companies is undertakento achieve one or more strategic objectives in the business plan of the acquiringcompany. These strategic objectives may relate to the intention to increasemarket share or to extend the companys activities into new geographicalareas. The objectives may also relate to the intention to expand the range ofproducts or services that the acquiring company offers or the intention todevelop new products or services that require the skills or infrastructure ofboth of the merged companies. But many business objectives can potentiallybe delivered by the creation of strategic alliances, or by the expansion anddiversification of the company rather than by merger. The bottom line is thata merger must achieve added value. However, the potential gains andlosses from merger activity may be very different for the various stakeholdersin a company. What is in the best interests of the managers of a companymay not correspond with the best interests of the shareholders. What isadvantageous for the managers and shareholders may not be in the bestinterests of a substantial number of employees. What is in the best interestsof the stakeholders in the acquiring firm may not be in the best interests ofthe stakeholders in the company being acquired.

    Managers in large companies wield considerable power and may havetheir own motives for advocating merger activity. For many managers theopportunity to increase their power, status and salary will be a function ofthe size of the company and thus they may have a vested interest in empire-building. Increased company size may allow some managers to make greateruse of their managerial skills, delivering greater self-fulfilment. To be thehunter rather than the hunted may also fuel merger activity, in that themanagers of the acquiring firm will have a greater sense of job security. Inlarge corporations, the role of monitoring senior management is the respons-ibility of the non-executive directors. But these controls can be weak as aresult of biased appointments, or an inadequate or incomplete flow of strategicinformation. Sudarsanam (

    ) views the growth of shareholder activism inthe United States in the

    s as a direct response to the perceived inabilityor ineffectiveness of non-executive directors to curb managerial excess.

  • Blackwell Publishing Ltd.

    Fads and fashions in what is considered to be effective business strategy mayalso play a role in promoting merger and acquisition behaviour (Abrahamson

    ). At any point in time, the

    modus operandi

    of the perceived market leadersis likely to be copied by other organizations in the belief that this is the mosteffective way of operating. Management consultants play an important part inthe packaging and promotion of fads and fashions within the business com-munities. Fads and fashions can be conceptualized as powerful rhetorics thatcan shape management practice. To date, however, the theoretical analysis offads and fashions has focused on the strategies of the fashion supplier, ratherthan on the processes whereby heterogeneous groups of actors adopt and inter-pret these rhetorics in their own specific circumstances (Newell

    et al

    .

    ). In the main, the general body of literature on mergers and acquisitions

    is relatively weak on theoretical frameworks to explain merger activity. Ininstances in which researchers or commentators attempt more detailedexplanatory frameworks they usually invoke sociological models of organiza-tions and organizational change. Typical of this approach is a critical reviewof recent literature on the United States health care market undertaken byWells and Banaszak-Holl (

    ). This market has seen considerable restruc-turing throughout the

    s and into the early years of this century. Largenumbers of health care organizations have merged. Much of this activity hasbeen prompted by health care insurers seeking more efficient and cheapersources of health care for their clients. The rich literature focuses primarilyon economic analysis of the outcomes of this merger activity; in other words,which companies, if any, have seen an increase in shareholder value? Wellsand Banaszak-Holl conclude that greater use needs to be made of sociolo-gical models to adequately explain the observed merger activity. Regardingacquisition motives and the forces propelling companies towards merger,they suggest that institutional theory, organizational ecology and the socialmovements literature may all offer relevant accounts.

    Tolbert and Zucker (

    ) argue that there are three stages to the institu-tionalization of a new organizational form. Initially, patterns of responseemerge to deal with existing problemsthis is the habitualization of a neworganizational form. As these responses are formally recognized and givenlegitimacy, objectification takes place. The final stage in the life cycle of anorganizational form is sedimentation. In essence, institutional theorysuggests that decision-makers will be substantially influenced by the acceptedway of doing things while also recognizing that this is constantly subject toevolution. Organizational ecology looks at the way that organizations changein response to a changing operating environment (Baum

    ). Wells andBanaszak-Holl also suggest that social movements may play a role in deter-mining the shape of organizational structures for delivering health care inAmerica. Social movements that attract counter-movements are those thatare powerful enough to threaten other peoples interests but not strongenough to win the battle (Meyer and Staggenborg

    ). The implication ofsocial movements theory is that it is only when an organizational form isbeginning to become successful that it will receive opposition from othergroups. The merger of organizations can enable the philosophy of thedominant organization to supplant that of the weaker one.

  • Blackwell Publishing Ltd.

    Each of these explanatory frameworks emphasizes historical perspective inunderstanding organizational change and indicates a need to take a longitu-dinal perspective rather than use only cross-sectional techniques or short-term studies. The next section provides a broad overview of the sociologicalmodels that can be used to explain aspects of the merger process and theirimplications for organizational structure and functioning.

    Theoretical Frameworks

    Wells and Banaszak-Holl (

    ) use a variety of theoretical viewpoints inattempting to explain merger activity in the American health care market.Using Reeds analysis (

    ), these theoretical frameworks can be looselygrouped as in table

    . The frameworks help organize how merger activity isconceptualized and in understanding the driving forces determining mergersand the shape of new organizations.

    Systems theories view organizational structures as largely predeterminedby a range of external or internal factors. An organization will acquirecharacteristics that are a function of its sheer size and the extent to which tasksto be carried out by its employees are prescribed (Pugh

    ). Merger activitywill reflect broader changes within the operating environment that favoursome organizational forms over others (Hannan and Freeman

    ). Externalregulation is an important factor in shaping the operating environment andthus merger activity and organizational forms. The influence of government,a key external factor, will be central to the reformulation of relationshipsbetween health and social care organizations at a local level. But this theoret-ical position also implies that the emergent forms of new health and socialcare organizations will mirror those of comparable service industries.

    Symbolic interactionists (Friedson

    ) and ethnomethodologists(Hassard

    ) understand organizational structures largely as the outcomeof patterns of negotiation between individuals within that organization. Thisposition suggests that the form and function of new health and social careorganizations created by merger activity will be affected by horse-tradingbetween senior managers and board members who seek to maximize theirgains and minimize their losses.

    Table

    Key theoretical groupings in organization theory

    Key theoretical groupings Organizational structure is a function of:

    Systems theories a range of internal and external factorsSymbolic interactionists/

    ethnomethodologists patterns of negotiation between individualsLabour process theorists/

    post-structuralistspower struggles between various professional,

    managerial and political groupsInstitutional theorists culture/value systems, norms and beliefs

  • Blackwell Publishing Ltd.

    The labour process theorists (Knights and Willmott

    ) and post-structuralists (Giddens

    ) describe the distribution of power betweendifferent groups as a determinant of organizational structure. Their theoret-ical position suggests that the structure of new health and social servicesorganizations will be a product of the power struggles between the variousprofessional, managerial and political groups.

    Institutional theorists see culture as the primary factor in determining thenature of organizations (Meyer and Rowan

    ). The structure and modusoperandi of the organization will reflect the value systems, norms and beliefsthat have developed within that organization. Theoretical perspectives thathighlight the role of culture also acknowledge that cultures evolve and changedue to a range of factors that can be either internal or external to the organ-ization. New health and social care organizations formed by merger willinitially reflect the culture of the pre-merger organizations until such time asthese cultures have merged or one has become dominant. Incompatibleorganizational cultures emerge as a significant factor in the literature explor-ing the reasons for the poor performance of merged companies.

    Lastly, it is important to reflect briefly on these different theoreticalaccounts in the light of another conceptual schema: post-modernism. Post-modernism rejects meta-narratives in favour of an exploration of the interplayof multiple narratives, where power and knowledge are seen as being inter-twined and where ambivalence and diversity are celebrated (Hassard andParker ). This suggests that all of the perspectives outlined above mayhave explanatory potential in relation to mergers, albeit they may illuminatedifferent aspects of the phenomenon at different levels of analysis, from theindividual through the organizational to the environmental.

    What Is Going Wrong?

    Sociological frameworks may provide useful analytical tools, but there is littleevidence that they are consciously used by senior managers when devisingtheir business strategies. From their perspective, if there is a high failure ratefor mergers, there must be something going seriously wrong with either thestrategic planning for, or the implementation of, the merger.

    Haspeslagh and Jemison () suggest that there is a need to adopt anorganizational process perspective at both the pre-acquisition and post-acquisition stages of the merger. They draw a distinction between therationalist and the organizational process view of acquisitions and arguethat too much emphasis has been placed on the conventional rationalistapproach that views merger activity as the pursuit of logically derived strategicgoals and sources of value gains. The rationalist view of mergers fails to takeinto account all the sources of conflict that will impinge on both the acqui-sition decision and the implementation of the merger. The organizationalprocess perspective sees the organizational context as critical throughout theacquisition process. Haspeslagh and Jemison identify four significant factorsin the decision-making process that introduce uncertainty or discord: firstly,the differing perspectives on the acquisition held by different managers;secondly, the escalating momentum that can occur in the decision-making

  • Blackwell Publishing Ltd.

    process; thirdly, ambiguous expectations of the benefits; and, fourth, differentmotives for the acquisition. The process of selling the merger plan tovarious key players during the decision-making process can result in conflict-ing priorities and claims on resources in the post-acquisition stage. In theirreview of American health care mergers Wells and Banaszak-Holl ()similarly argue that the speed of change, the sequence of events, patterns ofcommunication and resistance by the people affected can all influence howamalgamation evolves.

    In exploring the post-acquisition integration process, Haspeslagh andJemison () draw attention to the trade-off between the need for strategicinterdependence between the two companies and the need for organizationalautonomy. They argue that if the need for strategic interdependence is lowand the need for organizational autonomy is high, both companies will bepreserved. If the need for strategic interdependence is high and the need fororganizational autonomy is low, there will be full absorption of the twocompanies. If the need for both strategic interdependence and organizationalautonomy is high then symbiosis should result whereby the boundarybetween the two companies is both protected and permeable. In the mergerof health and social care organizations there is likely to be a need for a highdegree of strategic interdependence. However, there may be less consensusabout the need for a high degree of organizational autonomy. Such autonomyis likely to be an important factor in preserving the philosophy underpinningthe provision of social care services, but this view may not be shared byhealth care organizations.

    Cartwright and Cooper (, ) have focused attention on the culturalcharacteristics of companies and how these affect the outcomes of mergeractivity. The term culture refers to collective beliefs and ideology, commonlyaccepted ways of doing things, and the myths and rituals of the organization.The degree of cultural fit can be critical in determining the outcome of themerger. A poor cultural fit can create considerable stress and result in staffexperiencing a loss of morale, and of commitment. While some comment-ators doubt whether organizational cultures are amenable to managementmanipulation (Willmott ), there is clearly a need for merging health andsocial care organizations to pay at least as much attention to these issues asto structural form.

    How to Make Mergers Work

    There is no shortage of books (Feldman and Spratt ; Marks and Mirvis), booklets (Health Education Authority ), and articles (Carey et al.; Kroll ; Bramson ; DiFonzo and Bordia ) deliveringadvice on how to achieve a successful merger of companies or organizations.The central themes in this literature are: good management, especially infacilitating transitional structures; paying adequate attention to culturaldifferences between the two organizations; establishing clear, consistent andfrequent communication about change; and keeping the human resourcesdimension central throughout the merger process. These themes are consist-ent with the main concerns expressed by employees of NHS organizations

  • Blackwell Publishing Ltd.

    undergoing change (Caspe Healthcare Knowledge Systems ; Bevanand Seccombe ). Staff want managers to communicate openly, to besensitive to employees concerns, to provide clear information about changesin the running of the organization, to help staff deal with stress, and toprovide better information about changes in the NHS (Health EducationAuthority ). Adequately responding to these staff concerns appears tobe a critical determinant of whether or not the merger is a success orfailure. Devine and Hirsch () show that the behaviour of managers isimportant in determining how well staff adjust to change. They highlightthe way in which staff experience stress and anxiety during major changeand the need for staff to be supported throughout the transition. Devine andHirsch also identify culture clashes between the two merging organizationsas inevitable; if this is not appropriately dealt with it becomes the main causeof failure.

    Marks and Mirvis () emphasize the importance of temporary transi-tion structures created specifically for the purpose of managing the mergerprocess. These transition structures should exist for between three and sixmonths and should focus on the integration process. The transition team willconsist of managers who support the coordination of a range of functions,usually by steering the work of a number of taskforces consisting of managersand professionals from both organizations who study integration options andmake recommendations.

    Tetenbaum () advocates a detailed audit of the cultures of the twoorganizations prior to merger. She produces examples of the types of ques-tions that should be asked as part of this audit; for example, what does thecompany value? what gets celebrated? what gets rewarded? how is leadershipexpressed? how does the company handle conflict? how does it handledecision-making? what are the interactions like? how is work monitored?how are people held accountable? A key task for the integration team is tocreate a new cultural identity for the merged organization, that is, a new setof values, norms, beliefs and behaviours. These must be consistent with thestrategic goals of the new organization and promoted throughout the neworganization. Tetenbaum notes that any organization can expect to see a to per cent drop in productivity while it is undergoing large-scale changeand emphasizes the importance of clear and consistent information flows tostaff to minimize the negative effects of change on motivation levels.

    Very little of the literature delivering advice and guidance on achievingsuccessful mergers is written specifically for the public sector. In Healthy EverAfter? Supporting Staff through Merger and Beyond, the Health Education Authority() made a valiant attempt to draw together research findings andconsultancy advice from the business world and apply it to merger activityin the NHS. The Nuffield Institutes Partnership Assessment Tool (Hardyet al. ) is an attempt to generate an instrument that can be used to bothanticipate and address the barriers to joint working in a range of newstructures. In its design it appears to draw heavily on the literature that hasbeen amassed over the years describing the pitfalls of collaboration betweenhealth and social services, but no attempt appears to have been made toincorporate lessons from the world of business.

  • Blackwell Publishing Ltd.

    Current Research on New Organizational Structures in Health and Social Care

    To what extent have research findings, key concepts, or explanatoryframeworks from the business arena been applied to the exploration of neworganizational structures emerging in the world of health and social care?The answer is: only to a very limited degree.

    The late s saw considerable merger activity between NHS trusts, andsome research explored this process. Goddard and Ferguson () reviewedthe findings from mergers in the NHS at a time when government policyviewed NHS trusts as competitive provider units that could merge to removeexcess capacity in the market and to provide economies of scale. Reflectingthis agenda, Goddard and Ferguson focus their analysis on economicconsiderations and conclude that predicted efficiency gains of mergers donot always appear and that unexpected costs often arose. These conclusionsmirror the general findings from the world of business that mergers habituallydo not deliver the financial benefits that were predicted. Bojke and colleagues() explore the outcome of primary care group mergers and conclude thatthere is no evidence to suggest that economies of scale can be produced byPCGs serving a population of more than , people. Haigh ()explores the merger process between three NHS trusts using in-depth inter-views with senior managers and board members and finds that merger wasconsidered by most participants not to have been the best vehicle to achievechange. These views echo those of managers in company mergers. Peck andHills () monitored the emerging provider arrangements for the deliveryof mental health services in the NHS during by reviewing documentsrelating to the proposed reconfiguration of mental health services inEngland. They note that none cite any evidence in support of the benefitsthat are alleged to accrue from the proposed reconfiguration. Radicallydifferent reconfiguration proposals claim the same benefits.

    The Local Government Association () revealed that over per centof local authorities were actively pursuing partnership arrangements withtheir health colleagues in that year. Yet the application of key concepts andresearch findings from the world of business to the exploration of new jointhealth and social care organizations appears to be almost virgin territory.In the most detailed study to date, Gulliver and colleagues () report anevaluation of a mental health NHS trust that merged health and social careprovision in . To some extent, the findings reflect the familiar patternsreported from company mergers, notably that service users find no improve-ment in service satisfaction and staff morale decreased immediately after themerger. Although senior managers noted that the creation of the trust, andjoint health and social care commissioning arrangements, had led to mentalhealth services receiving more favourable financial settlements than mightotherwise have been the case, the underlying financial pressures, which hadbeen one factor prompting the innovation, were no less severe months later.To a significant extent, the focus of the implementation became the creationof the merged organization, with other objectives being overlooked. However,the two major parallel mergers involved, of providing and commissioning,

  • Blackwell Publishing Ltd.

    did not reduce the quality of services provided. To some extent this achieve-ment reflected continuity within the system: continuity of decision-makingwithin the commissioning board; continuity of personnel in the locality andof team management within the trust; and continuity of professionals in thesystem. It was the new elements, in particular the combined trust and themultidisciplinary community teams within that trust, which struggled mostto establish identities. Organizational culture emerged as a key explanatoryconcept (Peck et al. ). The evidence indicated that far from achieving thelocal aspiration for a shared culture, the anxieties of some groups of staffwere leading to more pronounced professional boundaries within the neworganization. At the management level there appeared to be ambiguityregarding the outcome that was being soughtwhether to achieve one newculture through the merger of elements or to maintain and enhance theexisting professional cultures by increased mutual understanding and respect.

    In Northern Ireland, social services and health functions have combinedfor almost three decades within the integrated structure of health boards andtrusts. The evidence suggests that far from the creation of a seamless, joined-up service, community care service provision suffers from the same difficultiesas in mainland Britain. The Social Service Inspectorate () reported inNorthern Ireland serious deficiencies including delayed discharges fromhospital, waiting lists for day care and respite care, inappropriate placementsin residential care and variations across boards and trusts in their eligibilitycriteria and charging policies. These are typical of the range of problems thatin England the Department of Health asserts will be resolved by the creationof new organizational structures such as care trusts. A paper challengingthe evidence for care trusts (Henwood and Hudson ), commissionedby the National Association of Directors of Social Services, was particularlyscathing about the reliance on the example of Northern Ireland.

    Ferlie (), anticipating another argument used by Henwood and Hudson(), argues that much of the literature on large-scale restructuring pro-grammes in health care remains conceptually naive. The term reform isvalue-laden and used by politicians as a rhetorical device to promote change,much as shared culture was used by managers in the study by Peck et al. ().Programmes of reform frequently fail to deliver the expected benefits, andshortcomings are usually explained as resulting from deficits in the imple-mentation process rather than shortcomings in the policy itself. Reflectingwritings about policy implementation that date back to the classic study ofPressman and Wildavsky () of the Oakland project, Ferlie argues that, tounderstand the reasons for implementation deficits, greater attention must bepaid to the behavioural, cultural and political aspects of health care organiza-tions. Equally, reforms that are intended to change professional practice aremore likely to succeed if they receive active professional support and leadership.

    Conclusion: The Implications for New Organizational Structures in Health and Social Care

    The central thrust of this paper has been to identify lessons for new organ-izational structures in health and social services that can be drawn from the

  • Blackwell Publishing Ltd.

    literature on mergers and acquisitions in the private sector. The experienceof company mergers suggests what to expect when health and social careorganizations merge: that is, strategic objectives are rarely achieved; financialsavings are rarely attained; productivity initially drops; staff morale deterior-ates; and there is considerable anxiety and stress among the workforce. Theonly study to date of a health and social care merger confirms these findings,with issues around culture playing the central role (Gulliver et al. ). Thecorrelation between this study and private-sector accounts of mergers ispotentially important in establishing a link between health and social caremergers, currently consensual and inevitably horizontal, with those in theprivate sector which are more varied in nature.

    The business world delivers plenty of good advice on how to manage themerger process, especially from the human resources angle. There is limitedevidence that the advice is heeded in the public sector. Indeed in the localitystudied by Gulliver et al. () it was not. In terms of understanding whatpropels mergers, and what happens during the merger process, the empiricalaccounts and theoretical explanations introduced in this paper indicate thatparticular attention needs to be paid to: the roles played by individuals,especially senior managers, non-executive directors and elected members;the roles played by professional groups; and the role of organizational cultures.It appears very likely that the how to do mergers texts cited in this paper docontain some wisdom from which health and social care managers should draw.

    Of course, it would be unwise to overstate the points of comparison betweenthe private sector and the health and social care organizations. Perhaps themost important difference is the regulatory framework within which the mergedorganizations operate. For many private-sector companies, proposals for mergerand performance post-merger are to a very large extent, notwithstanding anyformal regulatory framework, the responsibility of senior managers, the corpor-ate board, and, often to a lesser extent, shareholders. In contrast, the pressurefor mergers in health and social care is primarily driven by Department ofHealth policy. Furthermore, proposals for the creation of a care trust must bethe subject of consultation with the local community and staff, and scrutinizedand approved, or otherwise, by a number of different government agencies. Theperformance of the merged agency will also be closely monitored, arguablymore so now than at any point in the history of health and social care (Peck ).

    It would perhaps be unrealistic to expect any health and social caremanagers involved in a merger to draw upon all the sources of evidencebrought together in this paper. It is surely important, none the less, for themto be familiar with the broad messages in the merger literature so that they areaware of what they are accepting and rejecting. From a research perspective,however, there is a strong case for more studies of these new organizationalforms and the use of a wider range of theories to interpret the data.

    Acknowledgements

    The authors would like to acknowledge the financial support of WestminsterHealth Care and Priory Healthcare for Dr Fields post. Dr Perri madehelpful comments on an earlier draft.

  • Blackwell Publishing Ltd.

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