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RenaultNissan Case StudyB Lamarsaude PDF
RenaultNissan Case StudyB Lamarsaude PDF
Case Study :
The merger between Renault and
Nissan
Benoît Lamarsaude∗
H-MBA H1, Conservatoire National des Arts et Métiers
Abstract
This paper describes the negotiations to form the Renault-Nissan alliance. Many observers doubted that
the companies would reach agreement in 1999, let alone develop a partnership lauded throughout the auto
industry fifteen years later. Firstly, the analysis focus on the key elements of this negotiation, developing
the three dimensions: who?, what? and how?. Secondly the conduct of negotiations ,from the first contact
of the two companies to the signed agreement, is described and discussed. Finally, as a conclusion, this
paper ends on the learning we can pull from this case.
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H-MBA CNAM • Negotiations • March 2015
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H-MBA CNAM • Negotiations • March 2015
losing money for the fifth time in 6 years. plexity of the negotiation and provides a guide
Nissan had been the top Japanese au- for the play-by-play account in the next section.
tomaker in the U.S. and top Asian automaker
in Europe for decades, yet it had lost both po- Renault Renault’s Board of Directors had to
sitions by 1998. It held only 5% of the U.S. authorize any major strategic initiative and for-
market. Customers and analysts perceived Nis- mal agreement. French and European Union
san vehicles as dull and expensive. Beyond labor laws required companies to inform and
the red ink on its bottom line, Nissan suffered consult employees on important decisions,
from a debt burden represented by a 5 to 1 which entailed communication with the Work
debt-equity ratio. The company had to cover Council. Roughly 60% of Renault’s workforce
approximately e30 billion in current liabilities was represented by six activist unions, the
by March 1999. On top of these problems, its largest being the Confédération Générale du
business environment at home presented vari- Travail (CGT). Only 15 months before his let-
ous constraints and challenges for operations, ter to Hanawa, Schweitzer had faced a multi-
including a virtually sacrosanct commitment country strike prompted by the closing of Re-
to lifetime employment. nault’s plant in Vilvoorde, Belgium.
The French government, led by a Social-
2. Mandate ist prime minister, was involved via multiple
As is typical of high-stakes corporate negotia- regulatory roles and as part-owner of Renault.
tions, the number of direct participants in the The Treasury Department oversaw this stake.
Renault-Nissan talks started small — less than Though not a majority stake in financial terms,
10 on each side — and grew as the discussions it was a “golden share” that gave the govern-
intensified. The two CEOs formally initiated ment veto power over board decisions.
the talks and remained engaged throughout
the process. The Deputy General Manager Nissan On the right side of Figure 1, Nissan’s
of International Operations Georges Douin, largest shareholders and creditors in the Fuyo
who spearheaded the advance work for the keiretsu were Fuji Bank, Industrial Bank of
CEOs’ first meeting, served as chief negotia- Japan, and Dai-Ichi Mutual Insurance. Nissan
tor of Renault’s four-person team. Nissan’s Roren, the largest labor union at Nissan, had
three-person negotiation team included Gen- clashed with management intensely through-
eral Manager of Corporate Planning Yutaka out the company’s history. Lastly, three min-
Suzuki. istries in the Japanese government could influ-
Both executive teams were advised by in- ence Nissan, as they did most Japanese busi-
vestment bankers: Merrill Lynch for Renault, ness: the Ministry of International Trade and
Salomon Smith Barney for Nissan. Internal spe- Industry (MITI), Ministry of Finance, and Fair
cialists supported the negotiation teams. Three Trade Commission (FTC).
months into the negotiations, the teams drew At the bottom of the figure, additional play-
120 resource personnel from their companies ers include automakers that could affect the
and organized joint teams to study specific Renault-Nissan negotiations. In July 1998, af-
areas of company operations in detail. The ter nearly a year of talks through Daimler-
number of actors and arenas in such an under- Benz, DaimlerChrysler concluded an agree-
taking is difficult to grasp and track without ment with Nissan Diesel to co-produce a light
what a relationship map. truck. Hanawa subsequently talked to Daimler-
Figure 1 depicts direct participants, staff, Chrysler co-CEO Jurgen Schrempp and to Ford
stakeholders, and other relevant parties ev- CEO Jacques Nassar, but let us return to the
ident in January 1999, a little over halfway Renault-Nissan story before we take up these
through the negotiations. It illustrates the com- encounters.
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b1120 Negotiation Excellence
324 S. E. Weiss
FIGURE 1 Parties
Figure 1:and linkages
Relationship in January 1999
mapping
Nissan The president of Nissan Motor, Nissan To pursue Nissan’s interests, Hanawa
Yoshikazu Hanawa, had been appointed to his had few appealing courses of action in June
position (effectively CEO) in June 1996. Hav- 1998. Additional borrowing from commercial
ing spent 40 years at Nissan, he was a dedi- banks would have been costly due to Nissan’s
cated “company man” but also a strong-willed low credit rating, issuing additional equity or
leader. He had a personal interest in seeing selling shares to raise capital would be ill-timed
his company recover and pull out of its current since shares had depreciated by 50past year,
condition. He sees the alliance how to solve and spinning off Nissan Diesel and other sub-
the questions it faces: sidiaries would not raise sufficient cash. Be-
sides, these options would only satisfy cred-
• debt relief itors and not address fundamental strategic
imperatives.
• protecting the Nissan identity and brand
With respect to potential partners, the large
• returning to profitability Japanese automakers — arch-rival Toyota and
Honda — probably viewed Nissan as undesir-
• reestablishing a strong position in the crit- able, and smaller Japanese companies could
ical U.S. market not afford or digest a large firm. Meanwhile,
the American majors GM and Ford were al-
• improving its competitiveness in Asia ready allied with Toyota and Mazda, respec-
and Europe tively. Ford had collaborated with Nissan in a
limited way on a mini-van project but was, by
• ensuring the company’s long-term health this point, actually managing Mazda.
These conditions left Hanawa with the op-
• preserving jobs tion of an internally led restructuring based on
the Nissan Corporate Planning Department’s 1-
• developing an effective solution for debt-
month old “Global Business Reform Plan” and
ridden Nissan Diesel 1
short-term assistance from fellow members of
Nissan’s industrial group, the Fuyo keiretsu.
2. Options on the table Given the scale and scope of Nissan’s needs,
this was a rather weak option.
Renault Renault had two main strategic op-
tions: “go it alone” or join another major au-
tomaker. Renault held sufficient cash reserves
to fund its own entry into the U.S. and could 3. Batna
continue to enter limited-scope agreements
Renault Schweitzer has sent a similar al-
with small automakers to plug operational de-
liance proposal to Mitsubishi, albeit in negotia-
ficiencies. However, these measures would nei-
tion with Volvo. Then he can come back them
ther accelerate internationalization nor create
if the deal with Nissan do not not succeed.
sufficient scale in a short time horizon.
With respect to a major partnership, Re- But it is a risky backup plan: Renault had
nault did not have much to offer any of the no discussion with the manufacturer and noth-
world’s Top Five (GM, Ford, Toyota, VW and ing says it will accept an alliance.
DaimlerChrysler). Schweitzer and his team
drew up a list of potential Korean and Japanese
partners but soon decided that the Korean com- Nissan Nissan can find a partnership to
panies had little to offer Renault. The team reaching his objective of saving the firm with
concentrated on Japanese firms. DaimlerChrisler.
1 Nissan Diesel was a truck and bus manufacturer in which Nissan Motor held a 39.8% share.
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H-MBA CNAM • Negotiations • March 2015
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H-MBA CNAM • Negotiations • March 2015
June 1998
August 1998
Approach Letters followed by a
September 1998 CEOs meeting. Secret
group to prepare meeting.
October 1998
Preliminary analysis Working groups conducted
preliminary analyses on purchas-
November 1998 ing, engines and gearboxes, car
platforms, production, distribu-
tion, and international markets
December 1998
the reactions of others and communicate effec- operation of Renault and Nissan. The teams
tively and convey his ideas, it is necessary to visited factories, met on almost every corporate
soak up the culture. sites worldwide and exchanged information
In order to better understanding and devel- specific to each company.
oping empathy towards Nissan’s teams, Carlos To ensure that communication takes place
Goshn and his team began to take Japanese without a hitch, management interfered in the
daily courses as early as October 1998. work of study groups to facilitate collaboration
when it was necessary and a coordinating com-
Inter company exchanges At the third stage, mittee examined each month ongoing work.
the review teams of both sides the respective
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H-MBA CNAM • Negotiations • March 2015
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H-MBA CNAM • Negotiations • March 2015
the same a good way to negotiate the financial sales of the diamond brand have nevertheless
terms of the alliance! increased - slightly - 7%. The dynamism of
Nissan was incommensurate with a surge of
15 years later Today looking at the position more than 47%. The Japanese automaker has
of both companies, we can conclude that the benefited from its presence in the Chinese and
terms of the agreement were relevant, as the American markets, where the bulk of global
two companies we pulled each of benefits there- growth has occurred.
after.
Between 2005 and 2014, sales of Renault References
Nissan rose 38.7%. A remarkable achievement
given the scale of the crisis which prevailed Benoliel, Michael (2011). Negotiation Excellence:
in the global automotive industry in 2008 and Successful Deal Making. World Scientific.
2009. Thanks to the two partners, the group Chap. 17, pp. 315–340.
holds significant positions in all geographic ar- Blanchot, Fabien and Michel Kalika (2002).
eas. Renault is so strong in Europe and South “L’alliance Renault-Nissan”. In: Cas Multi-
America. Nissan is obviously very present in média, CCMP.
Japan but also in China and the United States. Donnelly, Tom, David Morris, and Tim Don-
With 8.47 million vehicles sold in 2014, the nelly (2005). “Renault-Nissan: a marriage
Renault-Nissan alliance ranks fourth in the of necessity?” In: European Business Review
world behind the Japanese Toyota , the Ger- 17.5, pp. 428–440.
man Volkswagen and the American General Masclef, Olivier (2012). “Altruisme et dons
Motors. gratuits dans une dynamique d’émergence
In 2014, 62% of vehicles sold by the d’alliance. Le cas Renault-Nissan”. In: Revue
covenant are Nissan or Infiniti, the premium française de gestion 4, pp. 123–135.
brand of the Japanese manufacturer. Renault Weiss, Stephen, Christian Marjollet, and Cyril
weighs only 32% of the whole. There decade, Bouquet (2004). “Perspective d’analyse en
the ratio was different, since 2005 Renault négociation”. In: Revue française de gestion 6,
weighed 41.3% of overall sales. Over the period, pp. 211–234.
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