Nireco Co., Japan: Introduction of the Poison Pill Negotiation Strategy / MBA Resources

Introduction to Negotiation Strategy

Negotiation Strategy solution for Nireco Co., Japan: Introduction of the Poison Pill case study

At Oak Spring University, we provide corporate level professional Negotiation Strategy and other business case study solution. Nireco Co., Japan: Introduction of the Poison Pill case study is a Harvard Business School (HBR) case study written by Mitsuru Misawa. The Nireco Co., Japan: Introduction of the Poison Pill (referred as “Nireco Poison” from here on) case study provides evaluation & decision scenario in field of Strategy & Execution. It also touches upon business topics such as - negotiation strategy , negotiation framework, Corporate governance, Financial management, Mergers & acquisitions, Negotiations, Strategy execution.

Negotiation strategy solution for case study Nireco Co., Japan: Introduction of the Poison Pill ” provides a comprehensive framework to analyse all issues at hand and reach a unambiguous negotiated agreement. At Oak Spring University, we provide comprehensive negotiation strategies that have proven their worth both in the academic sphere and corporate world.

BATNA in Negotiation Strategy

Three questions every negotiator should ask before entering into a negotiation process-

What’s my BATNA (Best Alternative To a Negotiated Agreement) – my walkaway option if the deal fails?

What are my most important interests, in ranked order?

What is the other side’s BATNA, and what are his interests?

---

---

---

Case Description of Nireco Co., Japan: Introduction of the Poison Pill Case Study

Japanese corporations faced the looming threat of hostile takeovers because of the rapid dissolution of cross-shareholdings that began in the 1990s; in particular, between creditor banks and corporate borrowers. As a result of this uncoupling the share of stable shareholders, those in long-term business relationships with the corporation, fell by half over the past 10 years. On the other hand, foreign ownership of Japanese companies, which used to account for only a small percentage of all outstanding shares, rose rapidly. Thus, the proportion of free-floating shares has risen significantly, implying that buying out a company by means of a takeover bid in Japan has become far easier. Although Japanese corporations have traditionally believed that hostile takeover bids have little chance of success, Hidemaru Yamada, president of Nireco Corp.--a high-tech measuring device manufacturer--felt the need to introduce "poison pill" defenses to counter possible hostile takeover bids from foreign investors. Nireco assessed the situation regarding the introduction of poison pills, taking into account Japan's institutional infrastructure, its laws, and its economic conditions; in March 2005, it announced a "security plan," which included an issue of subscription warrants to existing shareholders in the event of an unfriendly takeover bid.

Case Authors : Mitsuru Misawa

Topic : Strategy & Execution

Related Areas : Corporate governance, Financial management, Mergers & acquisitions, Negotiations, Strategy execution

---

Seven Elemental Tools of Negotiation that can be used in Nireco Co., Japan: Introduction of the Poison Pill solution

1. Satisfies everyone’s core interests (yours and theirs)

By interests, we do not mean the preconceived demands or positions that you or the other party may have, but rather the underlying needs, aims, fears, and concerns that shape what you want. Negotiation is more than getting what you want. It is not winning at all cost. Number of times Win-Win is better option that outright winning or getting what you want.

2. Is the best of many options

Options are the solutions you generate that could meet your and your counterpart’s interests . Often people come to negotiations with very fixed ideas and things they want to achieve. This strategy leaves unexplored options which might be even better than the one that one party wanted to achieve. So always try to provide as many options as possible during the negotiation process . The best outcome should be out of many options rather than few options.

3. Meets legitimate, fair standards

When soft bargainers meet hard bargainers there is always the danger of soft bargainers ceding more than what is necessary. To avoid this scenario you should always focus on legitimate standards or expectations, clearly understanding the arbitrage . Standards are often external and objective measures to assess the fairness such as rules and regulations, financial values & resources , market prices etc. If the negotiated agreement is going beyond the industry norms or established standards of fairness then it is prudent to get out of the negotiation.

4. Is better than your alternatives or BATNA

Every negotiators going into the negotiations should always work out the “what if” scenario. The negotiating parties in the “Nireco Co., Japan: Introduction of the Poison Pill” has three to four plausible scenarios. The negotiating protagonist needs to have clear idea of – what will happen if the negotiations fail. To put it in the negotiating literature – BATNA - Best Alternative to a Negotiated Agreement. If the negotiated agreement is not better than BATNA (Negotiations options), then there is no point in accepting the negotiated solution.

5. Is comprised of clear, realistic commitments

One of the biggest problems in implementing the negotiated agreements in corporate world is – the ambiguity in the negotiated agreement. Sometimes the negotiated agreements are not realistic or various parties interpret the outcomes based on their understanding of the situation. It is critical to do negotiations as water tight as possible so that there is less scope for ambiguity.

6. Is the result of effective communication?

Many negotiators make the mistake of focusing only on the substance of the negotiation (interests, options, standards, and so on). How you communicate about that substance, however, can make all the difference. The language you use and the way that you build understanding, jointly solve problems, and together determine the process of the negotiation with your counterpart make your negotiation more efficient, yield clear agreements that each party understands, and help you build better relationships.

7. Managing relationship with counterparty

Another critical factor in the success of your negotiation is how you manage your relationship with your counterpart and other people doing the mediation. According to “Mitsuru Misawa”, the protagonist may want to establish a new connection or repair a damaged one; in any case, you want to build a strong working relationship built on mutual respect, well-established trust, and a side-by-side problem- solving approach.

Different types of negotiators – what is your style of negotiation

According to Harvard Business Review , there are three types of negotiators – Hard Bargainers, Soft Bargainers, and Principled Bargainers.

Hard Bargainers – These people see negotiations as an activity that they need to win. They are less focused less on the real objectives of the negotiations but more on winning. In the “Nireco Co., Japan: Introduction of the Poison Pill ”, do you think a hard bargaining strategy will deliver desired results? Hard bargainers are easy to negotiate with as they often have a very predictable strategy

Soft Bargainers – These people are focused on relationship rather than hard outcomes of the negotiations. It doesn’t mean they are pushovers. These negotiators often scribe to long term relationship rather than immediate bargain.

Principled Bargainers – As explained in the seven elemental tools of negotiations above, these negotiators are more concern about the standards and norms of fairness. They often have inclusive approach to negotiations and like to work on numerous solutions that can improve the BATNA of both parties.

Open lines of communication between parties in the case study “Nireco Co., Japan: Introduction of the Poison Pill” can make for an effective negotiation strategy and will make it easier to negotiate with this party the next time as well.

NPV Analysis of Nireco Co., Japan: Introduction of the Poison Pill

References & Further Readings

Mitsuru Misawa (2018), "Nireco Co., Japan: Introduction of the Poison Pill Harvard Business Review Case Study. Published by HBR Publications.