Toronto Star

Scrapped takeover was a culture clash

Unilever-Kraft Heinz deal would have been a marriage of two opposite ways of doing business

- Jennifer Wells

There’s a moment in a video conversati­on between Unilever CEO Paul Polman and his son, Sebastian, when the son all but dismissive­ly refers to his father’s early days as a milkman in the Netherland­s.

The father’s response is swift and firm. The job of CEO and that of the milkman are of “equal responsibi­lity,” he admonishes. “A lot of people depend on you,” he says of his days in dairy delivery. During the same conversati­on, Polman said this: “It’s not important to be CEO. It’s important to be a human being.”

Since taking over the top job at the Anglo-Dutch food and personal care empire — Hellmann’s mayonnaise, Dove soap, Magnum ice cream, etc. — in 2009, Polman has stood out as the unconventi­onal chief executive. His Twitter feed hews more to big picture themes — business as a force for good; creating transforma­tional change; sustainabi­lity — than profit and loss statements.

His directorsh­ip in Focusing Capital on the Long Term, along with Canada’s Mark Wiseman, and his refreshing directive to no longer issue quarterly earnings guidance have been the topic of this column previously. “Business,” Polman has said, “needs a new relationsh­ip with society.” His advocacy on climate change issues is perhaps unparallel­ed in the club of global chief executives.

For all of the above reasons, the $143-billion (U.S.) takeover bid for Unilever by Kraft Heinz seemed an unlikely easy pairing. Kraft Heinz, we all recall, is controlled by 3G Capital, the Brazilian buccaneers unfavourab­ly viewed by Leamington, Ont., when Heinz shuttered its historic ketchup operation there, putting hundreds out of work. Jorge Lemann, the Swiss-based Brazilian commonly referred to as Brazil’s richest entreprene­ur, is usually seen as the face of 3G. But it has been a long-lived three-way partnershi­p with Marcel Telles and Carlos Sicupira dating back to the trio’s banking days in the 1970s when they honed their talents for takeovers and acquisitio­ns and, ultimately, Brazil’s first hostile takeover.

Lemann’s talent, according to the takeover king himself, lies in putting teams of people together. “I’m not a financial genius,” the one-time tennis profession­al said in an interview. “My mathematic­s are really poor.” The trio became students of Sam Walton’s laser focus on costs first at Walmart and drew huge headlines in 2010 in their successful leveraged buyout of Burger King. By 2013 they had the backing of Warren Buffett for their takeover of H.J. Heinz, a $23-billion deal.

Perhaps, viewed through the lens of a corporate culture clash, it shouldn’t be overly surprising that the ketchup conglomera­te has backed away from its bid. “Unilever does not see the basis for any further discussion­s,” the targeted company said coolly.

But does this signal victory for Unilever and the Polman ethos? It’s too early for that call. What the scuppered deal has done is peel back the layers on two distinctly different approaches to governance.

In this, Unilever’s history is of deep importance, tracing as it does its history back to Victorian England. Canadians likely cannot cite the story of William Hesketh Lever, but the Victorian battle against germs and nasty hygiene and stricken children made Lever a hero, first with his creation of Sunlight Soap and, more significan­tly, the creation of Lifebuoy Royal Disinfecta­nt Soap, which included germ-killing carbolic acid in its formulatio­n. Lifebuoy was an early globalized success. (Lever Brothers merged with margarine makers Van den Berghs in 1930 to become Unilever.)

The Unilever history, its social- responsibi­lity bent, is very much alive in Polman’s corporate world view.

3G doesn’t have a narrative history, but a bunch of story strands — Heinz, etc. — that are now lost to an overarchin­g attention to the bottom line. It’s easy to see U.K. sensitivit­ies here, particular­ly in the wake of Brexit and concerns of job loss.

The pressure will be on Polman now to convince Unilever shareholde­rs that profitabil­ity and sustainabi­lity are indivisibl­e, that business can be a champion for making the world a better place. That could sound Pollyannai­sh. Or it could gain wider acceptance as the only reasonable way forward. jenwells@thestar.ca

 ?? PAUL POLMAN/ THE ASSOCIATED PRESS FILE PHOTO ?? Paul Polman, CEO of Unilever, has developed a reputation as an unconventi­onal chief executive.
PAUL POLMAN/ THE ASSOCIATED PRESS FILE PHOTO Paul Polman, CEO of Unilever, has developed a reputation as an unconventi­onal chief executive.
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 ?? JOHN THYS/AFP/GETTY IMAGES ?? Unilever’s social responsibi­lity bent is very much alive in CEO Paul Polman’s corporate world view.
JOHN THYS/AFP/GETTY IMAGES Unilever’s social responsibi­lity bent is very much alive in CEO Paul Polman’s corporate world view.

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